PAYMENT SUBORDINATION definition

PAYMENT SUBORDINATION. All obligations under the Tranche A Facility (“Tranche A Obligations”) will be subordinated and junior in right of payment to all Obligations (“Revolving Credit Obligations”) and, except as otherwise expressly permitted by the Revolving Credit Lenders, will only be entitled to repayment after all Revolving Credit Obligations have been indefeasibly paid in full, in cash (other than contingent indemnification claims as to which no claim has been asserted) or, with respect to Letters of Credit constituting Revolving Credit Obligations, such Letters of Credit have been cash collateralized at 105% of face value, and all Commitments have been terminated or expired other than pursuant to cash management agreements or swap agreements, in each case, as to which satisfactory arrangements have been made with the applicable Revolving Credit Lender and/or its affiliate (the “Revolving Credit Termination Date”). For the avoidance of doubt, this payment subordination provision includes subordination of the Tranche A Obligations to interest on the Revolving Credit Obligations accruing after the commencement of a bankruptcy proceeding, whether or not such interest is an allowed claim against the Loan Parties. The Revolving Credit Lenders will consent to the Tranche A Lenders receiving the following payments prior to the Revolving Credit Termination Date: (i) regularly scheduled cash interest payments, (ii) the closing fee and reimbursement of reasonable and documented closing expenses payable on account of the Tranche A Facility, and (iii) a payment on account of OID, provided that (x) with respect to (ii) and (iii), such amounts are funded by the proceeds of the Tranche A Facility and (y) at the time of a payment with respect to regularly scheduled cash interest has become due, no Event of Default has occurred and is continuing. The Revolving Credit Lenders will not consent to the payment of any fees or expenses (other than the fees and expenses described in (ii) and (iii) of the preceding sentence) to the Tranche A Lenders.
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Examples of PAYMENT SUBORDINATION in a sentence

  • LDI CORPORATION By: ------------------------------- Title: ----------------------------- EXHIBIT C --------- SEVERANCE PAYMENT SUBORDINATION AGREEMENT This Severance Payment Subordination Agreement (this "Agreement") is entered into between THOM▇▇ ▇.

Related to PAYMENT SUBORDINATION

  • Intercompany Subordination Agreement means an intercompany subordination agreement, dated as of even date with this Agreement, executed and delivered by each Loan Party and each of its Subsidiaries, and Agent, the form and substance of which is reasonably satisfactory to Agent.

  • Management Fee Subordination Agreement means that certain Amended and Restated Management Fee Subordination Agreement, dated as of the Closing Date, by and between the Sponsor and Agent and acknowledged by the Borrower.

  • Affiliate Subordination Agreement means an Affiliate Subordination Agreement in the form of Exhibit H pursuant to which intercompany obligations and advances owed by any Loan Party are subordinated to the Obligations.

  • Permitted Subordinated Debt means any Indebtedness of the Borrower or any Restricted Subsidiary evidenced by the Subordinated Debt Documents or otherwise on terms and (including without limitation subordination provisions) acceptable to the Administrative Agent and the Required Lenders.

  • Notice of Replacement Subordination Agent has the meaning specified in Section 3.08.