Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 34 contracts
Sources: Guarantee and Collateral Agreement (Community Health Systems Inc), Guarantee and Collateral Agreement (Community Health Systems Inc), Senior Secured Priming and Superpriority Debtor in Possession Credit Agreement (Fairway Group Holdings Corp)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the Borrower agrees that (a) in the event a payment of an obligation shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor Grantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of an obligation owed to any Secured Party, the Borrower shall indemnify such Guarantor Grantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 19 contracts
Sources: Collateral and Guarantee Agreement (Encompass Health Corp), First Lien Guarantee and Collateral Agreement, Guaranty and Security Agreement (Lannett Co Inc)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.033), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this the Guarantee Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 15 contracts
Sources: Indemnity, Subrogation and Contribution Agreement (Memc Electronic Materials Inc), Indemnification & Liability (Memc Electronic Materials Inc), Indemnification & Liability (Memc Electronic Materials Inc)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.035.03), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 12 contracts
Sources: Guarantee and Collateral Agreement, Guarantee and Collateral Agreement, Guarantee and Collateral Agreement (ConvergeOne Holdings, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03)3.03) in respect of any payment hereunder, the Borrower agrees that (a) in the event a payment in respect of any obligation of the Borrower shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Guaranteed Obligations owed to any Guaranteed Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 10 contracts
Sources: Credit Agreement (Blue Bird Corp), Credit Agreement (Amplify Snack Brands, INC), Credit Agreement (TA Holdings 1, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.033), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this the Guarantee Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 10 contracts
Sources: Indemnification & Liability (Triton PCS Holdings Inc), Credit Agreement (Fairchild Semiconductor International Inc), Credit Agreement (Shared Technologies Inc)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the Borrower agrees that (a) in the event a payment of any Obligation shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor Grantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Obligation owed to any Secured Party, the Borrower shall indemnify such Guarantor Grantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 9 contracts
Sources: Credit Agreement (United Surgical Partners International Inc), Guarantee and Collateral Agreement (United Surgical Partners International Inc), Credit Agreement (United Surgical Partners International Inc)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.036), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured PartyParty under this Agreement, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 8 contracts
Sources: Revolving Credit Agreement (Healthstream Inc), Revolving Credit and Term Loan Agreement (Bristow Group Inc), Senior Secured Revolving Credit Agreement (Kayne Anderson Energy Development Co)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the each Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreement, the applicable Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the applicable Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 7 contracts
Sources: Guarantee and Pledge Agreement, Guarantee and Pledge Agreement (Cbre Group, Inc.), Amendment and Restatement Agreement (Cbre Group, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors Guarantor may have under applicable law (but subject to Section 6.034 hereof), the Borrower agrees that (ai) in the event a payment shall be made on behalf of the Borrower by any the Guarantor under this Agreementhereunder, the Borrower shall indemnify such the Guarantor for the full amount of such payment and such the Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment payment, and (bii) in the event any assets of any the Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured PartyGuaranteed Party hereunder, the Borrower shall indemnify such the Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 7 contracts
Sources: Holdings Guaranty Agreement (Transocean Ltd.), Short Term Loan Agreement (Noble Corp), Holdings Guaranty Agreement (Transocean Ltd.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.036(c)), the Borrower agrees that (ai) in the event a payment shall be made by any Guarantor under this AgreementGuaranty in respect of any Obligation of the Borrower, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (bii) in the event any assets of any Guarantor shall be sold pursuant to this Agreement Guaranty or any other Security Document to satisfy in whole or in part a claim an Obligation of any Secured Partythe Borrower, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 7 contracts
Sources: Credit Agreement (Mach Natural Resources Lp), Credit Agreement (Mach Natural Resources Lp), Credit Agreement (Caesars Acquisition Co)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03)3.03) in respect of any payment hereunder, the each Borrower agrees that (a) in the event a payment in respect of any obligation of each Borrower shall be made by any Guarantor under this Agreement, the each Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Guaranteed Obligations owed to any Guaranteed Party, the each Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 7 contracts
Sources: Master Guarantee Agreement, Credit Agreement (SMART Global Holdings, Inc.), Credit Agreement (SMART Global Holdings, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03)3.03) in respect of any payment hereunder, the Borrower agrees that (a) in the event a payment in respect of any obligation of the Borrower shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Obligations owed to any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 6 contracts
Sources: Guarantee Agreement (Gogo Inc.), Guarantee Agreement (Sotera Health Co), Guarantee Agreement (Sotera Health Topco, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this AgreementAgreement in respect of any Obligation of the Borrower, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim an Obligation of any Secured Partythe Borrower, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 6 contracts
Sources: Guarantee and Collateral Agreement (Massey Energy Co), Guarantee and Collateral Agreement (Alpha Natural Resources, Inc.), Guarantee and Collateral Agreement (Affinion Group, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 6 contracts
Sources: Guarantee and Collateral Agreement (FTC Solar, Inc.), Credit Agreement (Oscar Health, Inc.), Credit Agreement (Oscar Health, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law Applicable Law (but subject to Section 6.039.9), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this AgreementCredit Agreement or any other Fundamental Document or related agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Collateral Document to satisfy in whole or in part a claim of any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 6 contracts
Sources: Credit and Guarantee Agreement (Lionsgate Studios Corp.), Credit and Guarantee Agreement (Starz Entertainment Corp /Cn/), Credit and Guarantee Agreement (Lions Gate Entertainment Corp /Cn/)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the each Borrower agrees that (a) in the event a payment shall be made by Holdings or any other Guarantor under this Agreement, the each Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the each Borrower shall indemnify Holdings or such other Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 5 contracts
Sources: Credit Agreement (Compass Minerals International Inc), Credit Agreement (Compass Minerals International Inc), Credit Agreement (Compass Minerals International Inc)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.038.3), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Loan Document to satisfy in whole or in part a claim of any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 5 contracts
Sources: Secured Revolving Credit Agreement (T-Mobile US, Inc.), Senior Lien Term Loan Credit Agreement (Forterra, Inc.), Junior Lien Term Loan Credit Agreement (Forterra, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the each Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this AgreementAgreement on behalf of such Borrower, the such Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured PartyParty on behalf of such Borrower, the such Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 5 contracts
Sources: Guarantee and Collateral Agreement (Terex Corp), Guarantee and Collateral Agreement (Terex Corp), Guarantee and Collateral Agreement (Terex Corp)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Collateral Document to satisfy in whole or in part a claim of any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 5 contracts
Sources: Loan Modification Agreement (TransDigm Group INC), Credit Agreement (TransDigm Group INC), Guarantee and Collateral Agreement (TransDigm Group INC)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors Guarantor may have under applicable law (but subject to Section 6.039), the Borrower agrees that (a) in the event a payment shall be made by any the Guarantor under this Agreement, the Borrower shall indemnify such the Guarantor for the full amount of such payment and such the Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any the Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured PartyLender under this Agreement, the Borrower shall indemnify such the Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 5 contracts
Sources: Guaranty Agreement (ONEOK Partners LP), Guaranty Agreement (Oneok Inc /New/), Guaranty Agreement (ONEOK Partners LP)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.036), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured PartyLender under this Agreement, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 4 contracts
Sources: Revolving Credit Agreement (Heico Corp), Subsidiary Guaranty Agreement (Easylink Services International Corp), Revolving Credit Agreement (Heico Corp)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but in each case subject to Section 6.03), the Borrower agrees that (a) in the event a payment of any Obligation shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor Grantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Obligation owed to any Secured PartyCreditor, the Borrower shall indemnify such Guarantor Grantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 4 contracts
Sources: Guaranty and Collateral Agreement (NightHawk Radiology Holdings Inc), Guaranty and Collateral Agreement (NightHawk Radiology Holdings Inc), Guaranty and Collateral Agreement (HUGHES Telematics, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03)3.03) in respect of any payment hereunder, the Borrower agrees that (a) in the event a payment in respect of any obligation of the Borrower shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Obligations owed to any Guaranteed Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 4 contracts
Sources: Credit Agreement (Pathfinder Acquisition Corp), Guarantee Agreement (EverCommerce Inc.), Credit Agreement (Amc Entertainment Holdings, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the Borrower Company agrees that (a) in the event a payment shall be made by any Guarantor under this AgreementAgreement in respect of any Obligation of a Borrower, the Borrower Company shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part an Obligation of a claim of any Secured PartyBorrower, the Borrower Company shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 4 contracts
Sources: Credit Agreement (Chart Industries Inc), Credit Agreement (Chart Industries Inc), Guarantee and Collateral Agreement (Chart Industries Inc)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law Law (but subject to Section 6.031.07 above), the Borrower agrees that (ai) in the event a payment shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (bii) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Collateral Document to satisfy in whole or in part a claim of any Secured PartyHolder or the Collateral Agent, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 4 contracts
Sources: Guaranty (WorldSpace, Inc), Guaranty (WorldSpace, Inc), Guaranty (WorldSpace, Inc)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.039), the Borrower agrees that (a) in the event a payment shall be made by any a Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any a Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured PartyLender under this Agreement, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 3 contracts
Sources: Guaranty Agreement (Oneok Inc /New/), Guaranty Agreement (ONEOK Partners LP), Guaranty Agreement (Oneok Inc /New/)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor (other than Holdings) under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor (other than Holdings) shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 3 contracts
Sources: Guarantee and Collateral Agreement (Rentech Inc /Co/), First Lien Guarantee and Collateral Agreement (Pacific Energy Resources LTD), Second Lien Guarantee and Collateral Agreement (Pacific Energy Resources LTD)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.035.03), the Borrower agrees applicable Borrowers agree that (a) in the event a payment shall be made by any Guarantor under this Agreement, the Borrower applicable Borrowers shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the Borrower Borrowers shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 3 contracts
Sources: Guarantee and Collateral Agreement (VWR Funding, Inc.), Guarantee and Collateral Agreement (VWR Funding, Inc.), Guarantee and Collateral Agreement (VWR Funding, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.033), the each Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this under, and to the extent required by, the Guarantee Agreement, the such Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the such Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 3 contracts
Sources: Credit Agreement (Trimas Corp), Credit Agreement (Trimas Corp), Credit Agreement (Trimas Corp)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim an obligation of any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 3 contracts
Sources: Guarantee and Collateral Agreement (Sportsman's Warehouse Holdings, Inc.), Credit Agreement (Sportsman's Warehouse Holdings, Inc.), Guarantee and Collateral Agreement (Sportsmans Warehouse Holdings Inc)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.038.3), the Borrower agrees that (a) in the event a payment of an obligation shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor Grantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of an obligation owed to any Secured Party, the Borrower shall indemnify such Guarantor Grantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 3 contracts
Sources: Guarantee and Security Agreement (National Mentor Holdings, Inc.), Guarantee and Security Agreement (National Mentor Holdings, Inc.), Guarantee and Security Agreement (National Mentor Holdings, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.033), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this the Guarantee Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of (i) the book value or of the assets so sold and (ii) the fair market value of the assets so sold.
Appears in 3 contracts
Sources: Credit Agreement (Hechinger Co), Credit Agreement (Hechinger Co), Indemnification & Liability (Lpa Services Inc)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.033), the Parent Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this the Guarantee Agreement, the Parent Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the Parent Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 3 contracts
Sources: Credit Agreement (Knowles Electronics LLC), Credit Agreement (Knowles Electronics LLC), Credit Agreement (Knowles Electronics LLC)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03)3.03) in respect of any payment hereunder, the Borrower agrees that (a) in the event a payment in respect of any obligation of the Borrower shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Term Security Document to satisfy in whole or in part a claim of any Secured Obligations owed to any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 3 contracts
Sources: Term Guarantee Agreement (Installed Building Products, Inc.), Term Guarantee Agreement (Installed Building Products, Inc.), Term Guarantee Agreement (Builders FirstSource, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 3 contracts
Sources: Credit Agreement (Ryan's Restaurant Leasing Company, LLC), Guarantee and Collateral Agreement (Buffets Holdings, Inc.), Guarantee and Collateral Agreement (Ryan's Restaurant Leasing Company, LLC)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.033.3), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Loan Document to satisfy in whole or in part a claim of any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: Guarantee Agreement (T-Mobile US, Inc.), Guarantee Agreement (T-Mobile US, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors Guarantor may have under applicable law (but subject to Section 6.034 hereof), the Designated Borrower agrees that (ai) in the event a payment shall be made on behalf of the Designated Borrower by any the Guarantor under this Agreementhereunder, the Designated Borrower shall indemnify such the Guarantor for the full amount of such payment and such the Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment payment, and (bii) in the event any assets of any the Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured PartyGuaranteed Party hereunder, the Designated Borrower shall indemnify such the Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: Revolving Credit Agreement (Noble Corp / Switzerland), Revolving Credit Agreement (Noble Corp)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.035.03), the Borrower agrees that (a) in the event a payment of an obligation shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor the Grantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of an obligation owed to any Secured Party, the Borrower shall indemnify such Guarantor the Grantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: Guarantee and Collateral Agreement (Blockbuster Inc), Guarantee and Collateral Agreement (Blockbuster Inc)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.035.03), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: Guarantee and Collateral Agreement (Nuveen Investments Holdings, Inc.), Credit Agreement (Nuveen Investments Inc)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.038.3), the each Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this AgreementAgreement on behalf of such Borrower, the such Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Loan Document to satisfy in whole or in part a claim of any Secured Party, the such Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: Abl Credit Agreement (Foundation Building Materials, Inc.), Abl Credit Agreement (Forterra, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors and Grantors may have under applicable law (but subject to Section 6.03), the each Borrower agrees that (a) in the event a payment in respect of any obligation shall be made by any Guarantor under this Agreement, the Borrower Company shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor Grantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of Secured Obligation owed to any Secured Party, the Borrower Company shall indemnify such Guarantor Grantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: Guarantee and Collateral Agreement (Harman International Industries Inc /De/), Guarantee and Collateral Agreement (Harman International Industries Inc /De/)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.033), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this the Amended and Restated Guarantee Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: Indemnification & Liability (Memc Electronic Materials Inc), Reimbursement Agreement (Memc Electronic Materials Inc)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the each Borrower agrees that (a) in the event a payment of an obligation shall be made by any Guarantor under this Agreement, the such Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor Grantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of an obligation owed to any Secured Party, the applicable Borrower shall indemnify such Guarantor Grantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: Guarantee and Collateral Agreement (CCE Spinco, Inc.), Guarantee and Collateral Agreement (Live Nation, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the Borrower agrees that (a) in the event a payment of any Secured Obligation shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor Grantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Obligation owed to any Secured Party, the Borrower shall indemnify such Guarantor Grantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: Guaranty and Collateral Agreement (Radiation Therapy Services Holdings, Inc.), Guaranty and Collateral Agreement (Local Insight Yellow Pages, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03)8), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured PartyLender under this Agreement, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: Credit Agreement (Superior Uniform Group Inc), Credit Agreement (Superior Uniform Group Inc)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the Borrower agrees Borrowers agree that (a) in the event a payment shall be made by any Guarantor under this Agreement, the Borrower shall Borrowers shall, jointly and severally, indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor Grantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of an obligation owed to any Secured Party, the Borrower shall Borrowers shall, jointly and severally, indemnify such Guarantor Grantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: Guarantee and Collateral Agreement (Mac-Gray Corp), Guarantee and Collateral Agreement (Mac-Gray Corp)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.032.03), the each Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this AgreementGuaranty, the Borrower Borrowers shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement Guaranty or any other Security Collateral Document to satisfy in whole or in part a claim of any Secured Party, the Borrower Borrowers shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: u.s. Guaranty (Ply Gem Holdings Inc), u.s. Guaranty (Ply Gem Holdings Inc)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law any Requirement of Law (but subject to Section 6.035.03), the U.S. Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreement, the U.S. Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets Property of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any U.S. Secured Party, the U.S. Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value Fair Market Value of the assets Property so sold.
Appears in 2 contracts
Sources: Guaranty and Security Agreement (Hill International, Inc.), u.s. Guaranty and Security Agreement (Hill International, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law Law (but subject to Section 6.031.06 above), the Borrower agrees that (ai) in the event a payment shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (bii) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Collateral Document to satisfy in whole or in part a claim of any Secured Finance Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: Credit Agreement (Albany Molecular Research Inc), Guaranty (Sbarro Express LLC)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.035.03), the Borrower Company agrees that (a) in the event a payment of an obligation shall be made by any Guarantor under this AgreementSection 12.01 of the Indenture, the Borrower Company shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor Grantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of an obligation owed to any Secured Party, the Borrower Company shall indemnify such Guarantor Grantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: Collateral Agreement (International Wire Group Inc), Collateral Agreement (International Wire Rome Operations, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03)3.03) in respect of any payment hereunder, the Borrower agrees that (a) in the event a payment in respect of any Guaranteed Obligation of the Borrower shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Guaranteed Obligations owed to any Guaranteed Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: Credit Agreement (Sra International Inc), Master Guarantee Agreement (Sra International Inc)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.033), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreementthe Guarantee Agreement on account of any Obligation of the Borrower, the Borrower shall indemnify such Guarantor for the full fall amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured PartyParty on account of any Obligation of the Borrower, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: Indemnification & Liability (Constar International Inc), Indemnification & Liability (Constar Inc)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: Guarantee and Collateral Agreement (Ikaria, Inc.), Guarantee and Collateral Agreement (Deltek, Inc)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Subsidiary Guarantors may have under applicable law (but subject to Section 6.033), the Parent and the Borrower agrees agree that (a) in the event a payment shall be made by any Subsidiary Guarantor under this the Guarantee Agreement, the Parent and the Borrower shall indemnify such Subsidiary Guarantor for the full amount of such payment and such Subsidiary Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Subsidiary Guarantor shall be sold pursuant to this Agreement any applicable security agreement or any other Security Document similar instrument or agreement to satisfy in whole or in part a claim of any Secured Party, the Parent and the Borrower shall indemnify such Subsidiary Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: Credit Agreement (Jato Communications Corp), Credit Agreement (Jato Communications Corp)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.033), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this the Guarantee Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment payment, and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Partysecured party thereunder, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or of the fair market value of the assets so sold.
Appears in 2 contracts
Sources: Revolving Credit Agreement (Amsurg Corp), Revolving Credit Agreement (Amsurg Corp)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.033), the each Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreementthe Guaranty, the such Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Loan Document to satisfy in whole or in part a claim of the Agent or any Secured PartyBank, the such Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: Credit Agreement (Valspar Corp), Credit Agreement (Valspar Corp)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law or otherwise (but subject to Section 6.036 and Section 10 of this Agreement), the Borrower agrees Borrowers agree that (a) in the event a payment shall be made by any Guarantor under this Agreement, the Borrower Borrowers shall jointly and severally indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement any applicable security agreement or any other Security Document similar instrument or agreement to satisfy in whole or in part a claim of any Secured PartyGuaranty Party under this Agreement, the Borrower Borrowers shall jointly and severally indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: Revolving Credit and Term Loan Agreement (PRGX Global, Inc.), Subsidiary Guaranty Agreement (PRGX Global, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.035.03), the Borrower agrees Borrowers agree that (a) in the event a payment shall be made by any Guarantor under this Agreement, the Borrower Borrowers shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured PartyParty (and, to the extent provided in Section 6.01, any Existing Senior Note Holder), the Borrower Borrowers shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: First Lien Guarantee and Collateral Agreement (Univision Holdings, Inc.), Credit Agreement (Univision Communications Inc)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.039.10), the Borrower Company agrees that (a) in the event a payment in respect of any Guaranteed Obligation or Secured Obligation shall be made by any Guarantor under this Agreement, the Borrower Company shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Collateral Document to satisfy in whole or in part a claim of any Guaranteed Obligation or Secured Obligation owed to any Secured Party, the Borrower Company shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: Credit Agreement (Brunswick Corp), Credit Agreement (Brunswick Corp)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.033), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this the U.S. Guarantee Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: Indemnification & Liability (Seagate Technology PLC), Indemnification & Liability (Seagate Technology)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the Borrower agrees Borrowers agree that (a) in the event a payment shall be made by any Guarantor under this AgreementAgreement in respect of any Obligation, the Borrower shall Borrowers shall, jointly and severally, indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Partyan Obligation, the Borrower shall Borrowers shall, jointly and severally, indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: Guarantee and Collateral Agreement (Dennys Corp), Guarantee and Collateral Agreement (Dennys Corp)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the Borrower agrees that (a) in the event a payment in respect of any obligation shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of an Obligation owed to any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: Amendment and Restatement Agreement (Limited Brands Inc), Amendment and Restatement Agreement (Limited Brands Inc)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.037), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured PartyLender under this Agreement, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: Revolving Credit Agreement (Maximus Inc), Subsidiary Guaranty Agreement (Stanley, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Subsidiary Guarantors may have under applicable law (but subject to Section 6.035.03), the Borrower agrees that (a) in the event a payment of an obligation shall be made by any Subsidiary Guarantor under this Agreement, the Borrower shall indemnify such Subsidiary Guarantor for the full amount of such payment and such Subsidiary Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Subsidiary Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of an obligation owed to any Secured Party, the Borrower shall indemnify such Subsidiary Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: Purchase Money Loan Guarantee and Collateral Agreement (Sirius Xm Radio Inc.), Purchase Money Loan Guarantee and Collateral Agreement (Sirius Xm Radio Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.0310.03), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 2 contracts
Sources: Guarantee, Collateral and Intercreditor Agreement (Network Communications, Inc.), Guarantee, Collateral and Intercreditor Agreement (Network Communications, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the Borrower agrees Borrowers agree that (a) in the event a payment of an obligation shall be made by any Guarantor under this Agreement, the each Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor Grantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of an obligation owed to any Secured Party, the each Borrower shall indemnify such Guarantor Grantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.039.10), the Borrower Company agrees that (a) in the event a payment in respect of any Guaranteed Obligation or Obligation shall be made by any Guarantor under this Agreement, the Borrower Company shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Collateral Document to satisfy in whole or in part a claim of any Guaranteed Obligation or Obligation owed to any Secured Party, the Borrower Company shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Sources: Credit Agreement (Brunswick Corp)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.033), the each Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreementthe U.S. Guarantee Agreement on account of any Obligation of such Borrower, the such Borrower and Crown Holdings shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured PartyParty on account of any Obligation of such Borrower, the such Borrower and Crown Holdings shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.033), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreementthe Guarantee Agreement of or in respect of an Obligation, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured PartyParty in respect of an Obligation, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.033), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this the Guarantee Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the Borrower shall indemnify emnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the each Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreement, the such Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the such Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Sources: Term Loan Credit Agreement (SunCoke Energy Partners, L.P.)
Indemnity and Subrogation. In addition to all such -------------------------- rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the Borrower Company agrees that (a) in the event a payment shall be made by any Guarantor under this AgreementAgreement in respect of any Obligation, the Borrower Company shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Partyan Obligation, the Borrower Company shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Sources: Guarantee and Collateral Agreement (Wki Holding Co Inc)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Sources: Credit Agreement (Supervalu Inc)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the Borrower agrees Borrowers agree that (ai) in the event a payment of an obligation shall be made by any Guarantor under this Agreement, the each Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (bii) in the event any assets of any Guarantor Grantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of an obligation owed to any Secured Party, the each Borrower shall indemnify such Guarantor Grantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the Borrower Company agrees that (a) in the event a payment in respect of any Secured Obligation shall be made by any Guarantor under this Agreement, the Borrower Company shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor Grantor shall be sold pursuant to this Agreement or any other Security Collateral Document to satisfy in whole or in part a claim of any Secured PartyObligation, the Borrower Company shall indemnify such Guarantor Grantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the Borrower Holdings agrees that (a) in the event a payment of an obligation shall be made by any Guarantor under this Agreement, the Borrower Holdings shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor Grantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of an obligation owed to any Secured Party, the Borrower Holdings shall indemnify such Guarantor Grantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Sources: Abl Credit Agreement (Smurfit Stone Container Corp)
Indemnity and Subrogation. In addition to all such ------------------------- rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the each Borrower agrees that (a) in the event a payment shall be made by Holdings or any other Guarantor under this Agreement, the each Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the each Borrower shall indemnify Holdings or such other Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.038.3), the Borrower agrees that (a) in the event a payment of any Secured Obligation shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor Grantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Obligation owed to any Secured Party, the Borrower shall indemnify such Guarantor Grantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Sources: Guarantee and Security Agreement (21st Century Oncology Holdings, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.037.03), the Borrower agrees that (a) in the event a payment of an obligation shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor Grantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of an obligation owed to any Secured Party, the Borrower shall indemnify such Guarantor Grantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Sources: Collateral and Guarantee Agreement (Healthsouth Corp)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this AgreementAgreement in respect of any Obligation, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor Grantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of an Obligation owed to any Secured Party, the Borrower shall indemnify such Guarantor Grantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Sources: Loan Agreement (Supermedia Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors Guarantor may have under applicable law (but subject to Section 6.03)3.03) in respect of any payment hereunder, the each Borrower agrees that (a) in the event a payment in respect of any obligation of any Borrower shall be made by any the Guarantor under this Agreement, the Borrower shall indemnify such the Guarantor for the full amount of such payment and such the Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any the Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Obligations owed to any Secured Party, the Borrower shall indemnify such the Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Sources: First Lien Guarantee Agreement (Franchise Group, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors of Payment may have under applicable law (but subject to Section 6.037.9), the Borrower agrees that (a) in the event a payment in respect of any Secured Obligation shall be made by any Guarantor of Payment under this Agreementany Loan Document, the Borrower shall indemnify such Guarantor of Payment for the full amount of such payment and such Guarantor of Payment shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor of Payment shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured PartyObligation, the Borrower shall indemnify such Guarantor of Payment in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Sources: Credit and Security Agreement (Ignite Restaurant Group, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the Borrower agrees that (a) in the event a payment of any Obligation shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Obligation owed to any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Sources: Guarantee and Collateral Agreement (Wix Filtration Media Specialists, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.036.03 hereof), the Borrower Issuer agrees that (a) in the event a payment shall be made by any Guarantor under this AgreementAgreement or any other Security Document in respect of any Secured Obligation of the Issuer, the Borrower Issuer shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim Secured Obligation of any Secured Partythe Issuer, the Borrower Issuer shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03)3.03) in respect of any payment hereunder, the Borrower agrees that (a) in the event a payment in respect of any obligation of the Borrower shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other ABL Security Document to satisfy in whole or in part a claim of any Obligations owed to any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Sources: Abl Guarantee Agreement (Builders FirstSource, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.032.03), the Borrower each Guaranteed Party agrees that (a) in the event a payment shall be made by any Guarantor under this AgreementGuaranty, the Borrower Guaranteed Parties shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement Guaranty or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the Borrower Guaranteed Parties shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.036(c)), the Borrower agrees that (ai) in the event a payment shall be made by any Guarantor under this AgreementGuaranty in respect of any Guaranteed Obligation, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (bii) in the event any assets of any Guarantor shall be sold pursuant to this Agreement Guaranty or any other Security Document to satisfy in whole or in part a claim of any Secured PartyGuaranteed Obligation, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.038.3), the Borrower Company agrees that (a) in the event a payment shall be made by any Guarantor under this Agreement, the Borrower Company shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment payment, and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Transaction Document to satisfy in whole or in part a claim of any Secured Party, the Borrower Company shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Sources: Guarantee and Third Lien Collateral Agreement (U.S. Well Services, Inc.)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the Borrower agrees that (a) in the event a payment of an obligation shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of an obligation owed to any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Sources: Guarantee and Collateral Agreement (Xm Investment LLC)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.033), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreementthe Guarantee Agreement on account of any Obligations, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured PartyParty on account of any Obligations, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Sources: Credit Agreement (Solutia Inc)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor Grantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of an obligation owed to any Secured Party, the Borrower shall indemnify such Guarantor Grantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Sources: Guarantee and Collateral Agreement (Dress Barn Inc)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.033), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this the Subsidiary Guarantee Agreement, (i) the Borrower shall indemnify such Guarantor for the full amount of such payment and (ii) such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of (i) the book value or of the assets so sold and (ii) the fair market value of the assets so sold.
Appears in 1 contract
Sources: Indemnity, Subrogation and Contribution Agreement (Donjoy LLC)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the each Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this AgreementAgreement or any other Security Document in respect of any Obligation of such Borrower, the such Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part an Obligation of a claim of any Secured PartyBorrower, the such Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Sources: Guarantee and Collateral Agreement (Nalco Holding CO)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but in each case subject to Section 6.03), the Borrower agrees that (a) in the event a payment of any Obligation shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Obligation owed to any Secured PartyCreditor, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Sources: Guaranty and Collateral Agreement (WESTMORELAND COAL Co)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.034), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreementthe Subsidiary Guarantee, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this the General Security Agreement or any other the Intellectual Property Security Document Agreement to satisfy in whole or in part a claim of any Secured Partythe Bank, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.036), the Borrower agrees Borrowers agree that (a) in the event a payment shall be made by or on behalf of any Guarantor under this Agreement, the Borrower shall Borrowers shall, jointly and severally, indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured PartyParty under this Agreement, the Borrower shall Borrowers shall, jointly and severally, indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Sources: Subsidiary Guaranty Agreement (United Industrial Corp /De/)
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law Law (but subject to this Section 6.03), the Borrower Holdings agrees that (a) in the event a payment of any Note Obligation shall be made by any Guarantor under this Agreement, the Borrower Holdings shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor Grantor shall be sold pursuant to this Agreement or any other Security Collateral Document to satisfy in whole or in part a claim of any Note Obligation owed to any Secured Party, the Borrower Holdings shall indemnify such Guarantor Grantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.03), the each Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreement, the such Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the such Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract
Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 6.033), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this the OPMW Guarantee Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment payment, and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other Security Document to satisfy in whole or in part a claim of any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
Appears in 1 contract