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SUBORDINATION AND CESSION OF PRIORITY


This Subordination and Cession of Priority (the Agreement) is effective [DATE],


BETWEEN:  [YOUR COMPANY NAME] (the "Lessor"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at:

      [YOUR COMPLETE ADDRESS]


AND:  [COMPANY NAME] (the "Lessee"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at:

      [COMPLETE ADDRESS]


REFERENCE:

Leases (the Leases) of Lessor and [COMPANY NAME] and related accessories (the Equipment) by Lessor to [COMPANY NAME] (Lessee) and sub-lease by Lessee to its group members (the Sub-Leases)

The undersigned hereby acknowledges, declares and agrees that any rights it might have, as a secured creditor pursuant to any security which might have been granted in its favor by Lessee and/or its predecessor entities (including without limitation [COMPANY NAME], [COMPANY NAME], and [COMPANY NAME]) or otherwise (the Security) in (a) the Equipment, whether leased by Lessor to Lessee pursuant to the Leases or sub-leased by Lessee pursuant to the Sub-Leases, (b) the Leases, (c) the Sub-Leases, and (d) the rentals owing to Lessee pursuant to the Sub-Leases (the Rentals) and assigned by Lessee to Lessor are and shall be junior and subordinate to the rights of Lessor therein, and the realization thereof, whether in whole or in part, and whether at or prior to maturity or upon acceleration of any maturity, is postponed to the prior rights of Lessor therein until payment in full of all amounts owing to [SPECIFY] pursuant to the Leases and the Sub-Leases. 

The undersigned further cedes any priority which the undersigned may have under the Security in favor of Lessor, and consents to the publication by Lessor of the present subordination and cession of rank in its favor. The undersigned further hereby consents, to the extent any such consent might be required of it, to the assignment by Lessee to Lessor of the Sub-Leases and the Rentals.

IN WITNESS WHEREOF, each party to this agreement has caused it to be executed at [PLACE OF EXECUTION] on the date indicated above.

LESSOR            LESSEE



                          
Authorized Signature          Authorized Signature


                          
Print Name and Title          Print Name and Title

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