Common use of Indemnity and Subrogation Clause in Contracts

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 3.03) in respect of any payment hereunder, the Borrower agrees that (a) in the event a payment in respect of any Secured 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 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 Security Document to satisfy in whole or in part 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.

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 3.03) in respect of any payment hereunder4.03), the each Borrower agrees that (a) in the event a payment in respect of any Secured an Obligation of the such Borrower shall be made by any Guarantor under this Agreement, such Borrower (or the Borrower 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 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 the Security Document Documents to satisfy in whole or in part any Secured Obligations an Obligation owed to any Guaranteed PartySecured Creditor, such Borrower (or the Borrower 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.

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 3.03) in respect of any payment hereunder, the each Borrower agrees that (a) in the event a payment in respect of any Secured Obligation obligation of the 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 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 Security Document to satisfy in whole or in part any Secured Obligations owed to any Guaranteed 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.

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 3.03) in respect of any payment hereunder3), the each Borrower agrees that (a) in the event a payment in respect of any Secured Obligation of the Borrower 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 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 Security Document to satisfy in whole or in part a claim of any Secured Obligations owed to Party on account of any Guaranteed PartyObligation 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.

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 3.03) in respect of any payment hereunder3), GrafTech and the Borrower agrees agree that (a) in the event a payment in respect of any Secured Obligation of the Borrower shall be made by any Subsidiary Guarantor under this the Guarantee Agreement, GrafTech 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 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 Security Document similar instrument or agreement to satisfy in whole or in part a claim of any Secured Obligations owed to any Guaranteed Party, GrafTech 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.

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 3.03) in respect of any payment hereunder6.03 hereof), the Borrower Issuer agrees that (a) in the event a payment shall be made by any Guarantor under this Agreement or any other Security Document in respect of any Secured Obligation of the Borrower shall be made by any Guarantor under this AgreementIssuer, 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 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 any a Secured Obligations owed to any Guaranteed PartyObligation of the 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.

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 3.03) in respect of any payment hereunder6.03), the Borrower agrees that (a) in the event a payment in respect of any Secured Obligation of the Borrower 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 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 any Secured Obligations an obligation owed to any Guaranteed 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.

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 3.03) in respect of any payment hereunder6.03), the each Borrower agrees that (a) in the event a payment in respect of any Secured Obligation of the Borrower shall be made by any Guarantor under this AgreementAgreement in respect of any Obligation of any Borrower, 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 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 any Secured Obligations owed to any Guaranteed PartyBorrower, 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.

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 3.03) in respect of any payment hereunder3), UCAR and the Borrower agrees agree that (a) in the event a payment in respect of any Secured Obligation of the Borrower shall be made by any Subsidiary Guarantor under this the Guarantee Agreement, UCAR 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 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 Security Document similar instrument or agreement to satisfy in whole or in part a claim of any Secured Obligations owed to any Guaranteed Party, UCAR 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.

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 3.03) in respect of any payment hereunder3), the each Borrower agrees that (a) in the event a payment in respect of any Secured Obligation of the Borrower shall be made by any Guarantor under this Agreementthe Guarantee Agreement on account of any Obligation of such Borrower, the such Borrower and CCSC 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 Security Document to satisfy in whole or in part a claim of any Secured Obligations owed to Party on account of any Guaranteed PartyObligation of such Borrower, the such Borrower and CCSC 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.

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 3.03) in respect of any payment hereunder6.03), the each Borrower agrees that (a) in the event a payment in respect of any Secured Obligation of the Borrower shall be made by any Guarantor under this AgreementAgreement in respect of any Obligation of such Borrower, the then 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 Security Document to satisfy in whole or in part any Secured Obligations owed to any Guaranteed Partyan Obligation of such Borrower, the then 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.

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 3.03) in respect of any payment hereunder7(c)), the each Borrower agrees that (ai) in the event a payment in respect of any Secured Obligation of the Borrower shall be made by any Guarantor under this AgreementGuaranty in respect of any Guaranteed 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 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 Security Document to satisfy in whole or in part a Guaranteed Obligation of any Secured Obligations owed to any Guaranteed 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.

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 3.03) in respect of any payment hereunder6.03), the each Borrower agrees that (a) in the event a payment in respect of any Secured Obligation of the Borrower 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 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 any Secured Obligations owed to any Guaranteed Partyan Obligation of a 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.

Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Pledgors and Guarantors may have under applicable law (but subject to Section 3.03) in respect of any payment hereunder3), the Borrower Issuer agrees that (a) in the event a payment in respect of any Secured Obligation of the Borrower shall be made by any Pledgor and Guarantor under this the Guarantee Agreement, the Borrower Issuer shall indemnify such Pledgor and Guarantor for the full amount of such payment and such Pledgor and 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 Pledgor and Guarantor shall be sold pursuant to this Agreement or any Security Document to satisfy in whole or in part a claim of any Secured Obligations owed to any Guaranteed Party, the Borrower Issuer shall indemnify such Pledgor and Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.

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 3.03) in respect of any payment hereunder, the Borrower agrees that (a) in the event a payment in respect of any Secured Obligation 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 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 Security Document to satisfy in whole or in part any a Secured Obligations Obligation (as defined in the Security Agreement) owed to any Guaranteed Credit 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.

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 3.03) in respect of any payment hereunder6(c)), the Borrower agrees that (ai) in the event a payment in respect of any Secured Obligation of the Borrower shall be made by any Guarantor under this AgreementGuarantee in respect of any Guaranteed 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 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 Guarantee or any other Security Document to satisfy in whole or in part any Secured Obligations owed to any a Guaranteed PartyObligation 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.

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 3.03) in respect of any payment hereunder, the Borrower agrees that (a) in the event a payment in respect of any Secured Obligation 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 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 Security Document to satisfy in whole or in part any Secured Obligations Obli- gations owed to any Guaranteed 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.

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 3.03) in respect of any payment hereunder, the 4.03). each Borrower agrees that (a) in the event a payment in respect of any Secured an Obligation of the such Borrower shall be made by any Guarantor under this Agreement, such Borrower (or the Borrower 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 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 the Security Document Documents to satisfy in whole or in part any Secured Obligations an Obligation owed to any Guaranteed Secured Party, such Borrower (or the Borrower 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.

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 3.03) in respect of any payment hereunderl2(c)), the each Borrower agrees that (ai) in the event a payment in respect of any Secured Obligation of the Borrower shall be made by any Guarantor under this AgreementGuaranty 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 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 an Obligation of any Secured Obligations owed to any Guaranteed 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.

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 3.03) in respect of any payment hereunder6(c)), the each Borrower agrees that (ai) in the event a payment in respect of any Secured Obligation of the Borrower shall be made by any Guarantor under this AgreementGuaranty 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 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 an Obligation of any Secured Obligations owed to any Guaranteed 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.

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 3.03) in respect of any payment hereunder, the each Borrower agrees that (a) in the event a payment in respect of any Secured Obligation obligation of the any Borrower shall be made by any the Guarantor under this Agreement, the Borrower Borrowers 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 Security Document to satisfy in whole or in part any Secured Obligations owed to any Guaranteed Secured Party, the Borrower Borrowers 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.

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 SECTION 3.03. ) in respect of any payment hereunder, the Borrower agrees that (a) in the event a payment in respect of any Secured Obligation 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 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 Security Document to satisfy in whole or in part any a Secured Obligations Obligation (as defined in the Security Agreement) owed to any Guaranteed Credit 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.

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 3.03) in respect of any payment hereunder6(c)), the Borrower agrees Borrowers agree that (ai) in the event a payment in respect of any Secured Obligation of the Borrower shall be made by any Guarantor under this AgreementGuaranty in respect of any Guaranteed Obligation of any Borrower, 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 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 Security Document to satisfy in whole or in part any Secured Obligations owed to any a Guaranteed PartyObligation of the Borrowers, 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.

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 3.03) in respect of any payment hereunder, the Borrower agrees that (a) in the event a payment in respect of any Secured Obligation 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 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 ABL Security Document to satisfy in whole or in part any Secured Obligations owed to any Guaranteed 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.