FORM OF INTERCOMPANY SUBORDINATION AGREEMENT Sample Clauses

FORM OF INTERCOMPANY SUBORDINATION AGREEMENT. THIS INTERCOMPANY SUBORDINATION AGREEMENT (“this Agreement”) dated as of [●], 2019 is made by each of the undersigned (together with each Person that becomes a party hereto after the date hereof pursuant to Section 7 hereof, the “Junior Creditors” and each, a “Junior Creditor”) in favour of HSBC Bank Canada (“HSBC”), as administrative agent (together with its successors and assigns in such capacity, the “Senior Agent”) for the Secured Parties referred to in that certain third amended and restated credit agreement dated as of May 13, 2019 (as amended, restated, supplemented or otherwise modified from time to time, the “Senior Credit Agreement”), among Eldorado Gold Corporation, as borrower (the “Borrower”), HSBC, as Senior Agent, the lenders from time to time parties thereto and HSBC Bank Canada, Bank of Montreal and National Bank of Canada, as issuing banks, and HSBC Securities (USA) Inc., as lead arranger and sole bookrunner. For good and valuable consideration, each Junior Creditor agrees in favour of the Senior Agent, for the benefit of the Secured Parties, as follows:
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FORM OF INTERCOMPANY SUBORDINATION AGREEMENT. This INTERCOMPANY SUBORDINATION AGREEMENT (this “Agreement”), dated as of August 1, 2008, is among the undersigned and any other Person (as defined in the Loan Agreement referred to below) which may become a party hereto pursuant to Section 14 hereof (each a “Subordinated Creditor” and, collectively, the “Subordinated Creditors”), and GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation, as agent (“Agent”) for itself and the other financial institutions (collectively, the “Lenders”) who are or may become parties to that certain Loan and Security Agreement, dated as of even date herewith (as amended, restated, modified, supplemented or otherwise modified and in effect from time to time, the “Loan Agreement”), among Xxxxxxx Fabrics, Inc, a Delaware corporation (“Parent”), HF Merchandising, Inc., a Delaware corporation (“Merchandising”), Xxxxxxx Fabrics of MI, Inc., a Delaware corporation (“Fabrics MI”), xxxxxxxxxxxxxx.xxx, Inc., a Delaware corporation (“Xxxxxxx.xxx”), Xxxxxxx Fabrics, LLC, a Delaware limited liability company (“Fabrics LLC”, and together with Parent, Merchandising, Fabrics MI and Xxxxxxx.xxx, each individually a “Borrower” and, collectively, the “Borrowers”), HF Enterprises, Inc., a Delaware corporation (“Enterprises”), HF Resources, Inc., a Delaware corporation (“Resources”, and together with Enterprises, each individually a “Guarantor” and, collectively, the “Guarantors”), Agent and the Lenders. Agent, the Lenders and the other Secured Parties (as defined in the Loan Agreement) are referred to herein as the “Senior Creditors”. Terms not otherwise defined herein have the same respective meanings given to them in the Loan Agreement, including, without limitation, the term “Indebtedness”.
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FORM OF INTERCOMPANY SUBORDINATION AGREEMENT. THIS INTERCOMPANY SUBORDINATION AGREEMENT (the “Agreement”), dated August , 2011, is made by and among the entities listed on the signature page hereto (or subsequently joining this Agreement) (each being individually referred to herein as a “Loan Party” and collectively as the “Loan Parties”) for the benefit of PNC Bank, National Association, as administrative agent for the Lenders (as defined in the Credit Agreement (as hereinafter defined)) (in such capacity, the “Administrative Agent”).
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FORM OF INTERCOMPANY SUBORDINATION AGREEMENT. This INTERCOMPANY SUBORDINATION AGREEMENT (as amended, supplemented, amended and restated or otherwise modified, this "SUBORDINATION AGREEMENT"), dated as of November 9, 2001, is among INNOVEDA, INC., a corporation organized under the laws of Delaware (the "BORROWER"), TRANSCENDENT DESIGN TECHNOLOGY, INC., a corporation organized under the laws of Delaware, INNOVEDA KOREAN HOLDINGS, INC., a corporation organized under the laws of Delaware, FIRST TO MARKET, INC., a corporation organized under the laws of Delaware, INNOVEDA MINNESOTA HOLDINGS, INC., a corporation organized under the laws of Delaware, INNOVEDA SARL., a company organized under the laws of the Federal Republic of France, INNOVEDA LIMITED, a company organized under the laws of the United Kingdom, INNOVEDA GMBH, a company organized under the laws of the Federal Republic of Germany, INNOVEDA KK, a company organized under the laws of Japan, INNOVEDA SRL, a company organized under the laws of Italy, INNOVEDA ISRAEL LIMITED, a company organized under the laws of Israel, INNOVEDA FINLAND OY, a company organized under the laws of Finland, INNOVEDA FOREIGN SALES CORP., a company organized under the laws of Barbados (collectively, together with each other Subsidiary that may from time to time become a party hereto, the "SUBSIDIARIES" and together with the Borrower, the "SUBORDINATED DEBTORS"), the Borrower and the Subsidiaries, other than in their capacity as Subordinated Debtors (collectively, the "SUBORDINATED CREDITORS") and FLEET NATIONAL BANK, as agent (together with any successors thereto in such capacity, the "AGENT") for itself and the various financial institutions or other lenders (the "LENDERS") as are, or may from time to time become, parties to the Loan Agreement (referred to below). All capitalized terms used in this Subordination Agreement, unless otherwise defined in this Subordination Agreement shall have the meanings provided for in the Loan Agreement (referred to below).
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FORM OF INTERCOMPANY SUBORDINATION AGREEMENT. THIS INTERCOMPANY SUBORDINATION AGREEMENT (this “Agreement”) is dated as of November 8, 2017 and is made by and among PIONEER ENERGY SERVICES CORP., a Texas corporation (the “Borrower”), each of its Subsidiaries party hereto (the Borrower and each such Subsidiary being individually referred to herein as a “Company” and collectively as the “Companies”) and WILMINGTON TRUST, NATIONAL ASSOCIATION, as administrative agent (the “Administrative Agent”), for the Lenders (as defined below).
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Related to FORM OF INTERCOMPANY SUBORDINATION AGREEMENT

  • Intercompany Subordination Agreement The Administrative Agent shall have received the Intercompany Subordination Agreement, duly executed and delivered by each Loan Party.

  • Subordination of Intercompany Debt Each Credit Party agrees that all intercompany Indebtedness among Credit Parties (the “Intercompany Debt”) is subordinated in right of payment, to the prior payment in full of all Credit Party Obligations. Notwithstanding any provision of this Credit Agreement to the contrary, provided that no Event of Default has occurred and is continuing, Credit Parties may make and receive payments with respect to the Intercompany Debt to the extent otherwise permitted by this Credit Agreement; provided that in the event of and during the continuation of any Event of Default, no payment shall be made by or on behalf of any Credit Party on account of any Intercompany Debt. In the event that any Credit Party receives any payment of any Intercompany Debt at a time when such payment is prohibited by this Section, such payment shall be held by such Credit Party, in trust for the benefit of, and shall be paid forthwith over and delivered, upon written request, to, the Administrative Agent.

  • Subordination Agreements Subordination Agreements with respect to all Subordinated Debt.

  • Subordination Agreement Each of (i) the subordination of interest payments to the Noteholders of the Class B Notes to the payment of any First Priority Principal Payment to the Noteholders of the Class A Notes and (ii) the subordination of interest payments to the Noteholders of the Class C Notes to the payment of any Second Priority Principal Payment to the Noteholders of the Class A Notes and the Class B Notes under Section 8.2(c) is a subordination agreement within the meaning of Section 510(a) of the Bankruptcy Code.

  • Termination of Intercompany Agreements Without limiting the generality of Section 3.1(e) and subject to the terms of Section 3.1 and Schedule 1.92, each of the parties hereto agrees that, except for this Agreement and the Ancillary Agreements (including any amounts owed with respect to such agreements), all Intercompany Agreements and all other intercompany arrangements and course of dealings whether or not in writing and whether or not binding or in effect immediately prior to the Distribution Time shall terminate immediately prior to the Distribution Time unless the parties thereto otherwise agree in writing after the date of this Agreement.

  • Subordination of Intercompany Indebtedness Each Guarantor agrees that any and all claims of such Guarantor against the Borrower or any other Guarantor hereunder (each an “Obligor”) with respect to any “Intercompany Indebtedness” (as hereinafter defined), any endorser, obligor or any other guarantor of all or any part of the Guaranteed Obligations, or against any of its properties shall be subordinate and subject in right of payment to the prior payment, in full and in cash, of all Guaranteed Obligations; provided that, as long as no Event of Default has occurred and is continuing, such Guarantor may receive payments of principal and interest from any Obligor with respect to Intercompany Indebtedness. Notwithstanding any right of any Guarantor to ask, demand, xxx for, take or receive any payment from any Obligor, all rights, liens and security interests of such Guarantor, whether now or hereafter arising and howsoever existing, in any assets of any other Obligor shall be and are subordinated to the rights of the Holders of Guaranteed Obligations and the Administrative Agent in those assets. No Guarantor shall have any right to possession of any such asset or to foreclose upon any such asset, whether by judicial action or otherwise, unless and until all of the Guaranteed Obligations shall have been fully paid and satisfied (in cash) and all financing arrangements pursuant to any Loan Document, any Swap Agreement or any Banking Services Agreement have been terminated. If all or any part of the assets of any Obligor, or the proceeds thereof, are subject to any distribution, division or application to the creditors of such Obligor, whether partial or complete, voluntary or involuntary, and whether by reason of liquidation, bankruptcy, arrangement, receivership, assignment for the benefit of creditors or any other action or proceeding, or if the business of any such Obligor is dissolved or if substantially all of the assets of any such Obligor are sold, then, and in any such event (such events being herein referred to as an “Insolvency Event”), any payment or distribution of any kind or character, either in cash, securities or other property, which shall be payable or deliverable upon or with respect to any indebtedness of any Obligor to any Guarantor (“Intercompany Indebtedness”) shall be paid or delivered directly to the Administrative Agent for application on any of the Guaranteed Obligations, due or to become due, until such Guaranteed Obligations shall have first been fully paid and satisfied (in cash). Should any payment, distribution, security or instrument or proceeds thereof be received by the applicable Guarantor upon or with respect to the Intercompany Indebtedness after any Insolvency Event and prior to the satisfaction of all of the Guaranteed Obligations and the termination of all financing arrangements pursuant to any Loan Document among the Borrower and the Holders of Guaranteed Obligations, such Guarantor shall receive and hold the same in trust, as trustee, for the benefit of the Holders of Guaranteed Obligations and shall forthwith deliver the same to the Administrative Agent, for the benefit of the Holders of Guaranteed Obligations, in precisely the form received (except for the endorsement or assignment of the Guarantor where necessary), for application to any of the Guaranteed Obligations, due or not due, and, until so delivered, the same shall be held in trust by the Guarantor as the property of the Holders of Guaranteed Obligations. If any such Guarantor fails to make any such endorsement or assignment to the Administrative Agent, the Administrative Agent or any of its officers or employees is irrevocably authorized to make the same. Each Guarantor agrees that until the Guaranteed Obligations (other than the contingent indemnity obligations) have been paid in full (in cash) and satisfied and all financing arrangements pursuant to any Loan Document among the Borrower and the Holders of Guaranteed Obligations have been terminated, no Guarantor will assign or transfer to any Person (other than the Administrative Agent) any claim any such Guarantor has or may have against any Obligor.

  • Subordination of Intercompany Loans Each Loan Party shall cause any intercompany Indebtedness, loans or advances owed by any Loan Party to any other Loan Party to be subordinated pursuant to the terms of the Intercompany Subordination Agreement.

  • Effective Date; Termination of Prior Intercompany Tax Allocation Agreements This Agreement shall be effective as of the Effective Time. As of the Effective Time, (i) all prior intercompany Tax allocation agreements or arrangements solely between or among BGC Partners and/or any of its Subsidiaries shall be terminated, and (ii) amounts due under such agreements as of the date on which the Effective Time occurs shall be settled. Upon such termination and settlement, no further payments by or to the BGC Group, or by or to the Newmark Group, with respect to such agreements shall be made, and all other rights and obligations resulting from such agreements between the Companies and their Affiliates shall cease at such time. Any payments pursuant to such agreements shall be disregarded for purposes of computing amounts due under this Agreement; provided, that to the extent appropriate, as determined by BGC Partners, payments made pursuant to such agreements shall be credited to the Newmark Entities or the BGC Entities, respectively, in computing their respective obligations pursuant to this Agreement, in the event that such payments relate to a Tax liability that is the subject matter of this Agreement for a Tax Period that is the subject matter of this Agreement.

  • Subordination of Subrogation Subordination of Intercompany Indebtedness (A) Subordination of Subrogation. Until the Guaranteed Obligations have been fully and finally performed and indefeasibly paid in full in cash, the Guarantors (i) shall have no right of subrogation with respect to such Guaranteed Obligations and (ii) waive any right to enforce any remedy which the Holders of Guaranteed Obligations, the Issuing Bank or the Administrative Agent now have or may hereafter have against the Borrower, any endorser or any guarantor of all or any part of the Guaranteed Obligations or any other Person, and the Guarantors waive any benefit of, and any right to participate in, any security or collateral given to the Holders of Guaranteed Obligations, the Issuing Bank and the Administrative Agent to secure the payment or performance of all or any part of the Guaranteed Obligations or any other liability of the Borrower to the Holders of Guaranteed Obligations or the Issuing Bank. Should any Guarantor have the right, notwithstanding the foregoing, to exercise its subrogation rights, each Guarantor hereby expressly and irrevocably (A) subordinates any and all rights at law or in equity to subrogation, reimbursement, exoneration, contribution, indemnification or set off that such Guarantor may have to the indefeasible payment in full in cash of the Guaranteed Obligations and (B) waives any and all defenses available to a surety, guarantor or accommodation co-obligor until the Guaranteed Obligations are indefeasibly paid in full in cash. Each Guarantor acknowledges and agrees that this subordination is intended to benefit the Administrative Agent and the other Holders of Guaranteed Obligations and shall not limit or otherwise affect such Guarantor’s liability hereunder or the enforceability of this Guaranty, and that the Administrative Agent, the other Holders of Guaranteed Obligations and their respective successors and assigns are intended third party beneficiaries of the waivers and agreements set forth in this Section 7(A).

  • Agreement of Subordination The Company covenants and agrees, and each holder of Notes issued hereunder by his acceptance thereof likewise covenants and agrees, that all Notes shall be issued subject to the provisions of this Article IV; and each person holding any Note, whether upon original issue or upon transfer, assignment or exchange thereof, accepts and agrees to be bound by such provisions. The payment of the principal of, premium, if any, and interest on all Notes (including, but not limited to, the redemption price or repurchase price with respect to the Notes to be redeemed or repurchased, as provided in this Indenture) issued hereunder shall, to the extent and in the manner hereinafter set forth, be subordinated to the prior payment in full, in cash or in such other form of payment as may be acceptable to the holders of Senior Indebtedness, of all Senior Indebtedness, whether outstanding at the date of this Indenture or thereafter incurred or created. No provision of this Article IV shall prevent the occurrence of any default or Event of Default hereunder.

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