Senior Subordinated Notes Subordinate to Senior Indebtedness. The Company covenants and agrees, and each Holder of a Senior Subordinated Note, by his acceptance thereof, likewise covenants and agrees, that, to the extent and in the manner hereinafter set forth in this Article Eight, the Indebtedness represented by the Senior Subordinated Notes and the payment of the principal of, premium, if any, and interest on each and all of the Senior Subordinated Notes are hereby expressly made subordinate and subject in right of payment as provided in this Article Eight to the prior payment in full in cash or cash equivalents of all Senior Indebtedness. This Article Eight shall constitute a continuing offer to all Persons who, in reliance upon such provisions, become holders of, or continue to hold Senior Indebtedness; and such provisions are made for the benefit of the holders of Senior Indebtedness; and such holders are made obligees hereunder and they or each of them may enforce such provisions. The provisions of this Article Eight shall not be applicable from and after the date of Legal Defeasance or Covenant Defeasance pursuant to Sections 9.02 or 9.03, respectively, of this Indenture.
Senior Subordinated Notes Subordinate to Senior Indebtedness. The holder of the Senior Subordinated Note, by its acceptance of a Senior Subordinated Note, covenants and agrees (i) that the obligations represented by the Senior Subordinated Notes and the payment of the principal of and interest on the Senior Subordinated Notes are hereby expressly made subordinate and subject to Existing Promissory Notes, capital leases, Senior Debt and other customary permitted indebtedness and (ii) to the extent required by any such senior lender, shall enter into an intercreditor or subordination agreement on such terms and conditions that would be reasonably acceptable to a senior subordinated lender. Senior Debt means (i) an unsecured credit facility or a series of related credit facilities or other unsecured financing entered into following the issuance of the Senior Subordinated Notes in the minimum original principal amount (including commitments to lend, whether or not funded) of $500,000 or more that by its terms is senior in payment to the Senior Subordinated Notes and (ii) a secured credit facility or a series of related secured credit facilities entered into prior to or following the issuance of the Senior Subordinated Notes that by its terms is senior in payment to the Senior Subordinated Notes and that, in each case, is incurred in connection with any (a) capital expenditures and related expenses, including without limitation those relating to the purchase and installation of beverage dispensing equipment or plant infrastructure, (b) refinancing of indebtedness, (c) revolving line of credit or (d) strategic acquisition or transaction approved by the Company’s board of directors. Existing Promissory Notes means those certain five-year promissory notes that were entered into by the Company from 2002 to 2005 pursuant to private placement offerings and that have currently outstanding principal that does not exceed $400,000 in the aggregate.
Senior Subordinated Notes Subordinate to Senior Indebtedness. The Company covenants and agrees, and each Holder of a Senior Subordinated Note, by its acceptance thereof, likewise covenants and agrees, that, to the extent and in the manner hereinafter set forth in this Section 15, the payment of all Obligations under the Senior Subordinated Notes and this Agreement (the “Subordinated Obligations”) are hereby expressly made subordinate and subject in right of payment to the prior payment in full in cash or cash equivalents of all Senior Indebtedness of the Company. The provisions of this Section 15 shall continue to be effective or be reinstated, as the case may be, if at any time any payment of any of the Senior Indebtedness is rescinded or must otherwise be returned by a holder of Senior Indebtedness upon any Proceeding or otherwise, all as though such payment had not been made.
