Common use of No Subrogation Clause in Contracts

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured Parties, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Secured Parties for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Agent, if required), applied against the Obligations, whether matured or unmetered, in such order as the Secured Parties may determine.

No Subrogation. Notwithstanding any payment or payments made by any the Guarantor hereunder or any set-off or application of funds of any the Guarantor by the Secured PartiesBuyer or any of its Affiliates, no the Guarantor shall not be entitled to be subrogated to any of the rights of the Secured Parties Buyer against the Company any Seller or any other Guarantor guarantor or any collateral security or guarantee or right of offset held by the Secured Parties Buyer for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Sellers or any other Guarantor guarantor in respect of payments made by such the Guarantor hereunder, until all amounts owing to the Secured Parties Buyer by the Company Sellers on account of the Obligations are indefeasibly paid in fullfull and the Master Repurchase Agreement is terminated. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such the Guarantor in trust for the Secured PartiesBuyer, segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such the Guarantor, be turned over to the Agent Buyer in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the AgentBuyer, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Buyer may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured Parties, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Secured Parties for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties by the Company and the Guarantors on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the benefit of the Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Collateral Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Collateral Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured PartiesLender, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Lender against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Secured Parties Lender for the payment of the Borrower Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties Lender by the Company Borrower on account of the Borrower Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Borrower Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured PartiesLender, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Agent Lender in the exact form received by such Guarantor (duly indorsed by such Guarantor to the AgentLender, if required), to be applied against the Borrower Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Lender may determine.

No Subrogation. Notwithstanding any payment or payments made by any each Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured Partieshereunder, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Trustees or any Holder against the Company Issuer or any other Guarantor or any collateral security or guarantee or right of offset held by the Secured Parties Trustees or any Holder for the payment of the Guaranteed Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Issuer or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties Trustees and the Holders by the Company Issuer on account of the Guaranteed Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Guaranteed Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured PartiesTrustees and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Agent Trustees in the exact form received by such Guarantor (duly indorsed by such Guarantor to the AgentTrustees, if required), to be applied against the Guaranteed Obligations, whether matured or unmetered, in such order as the Secured Parties may determine.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor either Borrower hereunder or any set-off setoff or application of funds of any Guarantor either Borrower by the Secured PartiesLender, no Guarantor such Borrower shall not be entitled to be subrogated to any of the rights of the Secured Parties Lender against the Company other Borrower or any other Guarantor guarantor or any collateral security or guarantee guaranty or right of offset held by the Secured Parties Lender for the payment of the Obligationsobligations, nor shall any Guarantor such Borrower seek or be entitled to seek any contribution or reimbursement from the Company other Borrower or any other Guarantor guarantor in respect of payments made by such Guarantor Borrower hereunder, until all amounts owing to the Secured Parties Lender by the Company Borrowers on account of the Obligations obligations are indefeasibly irrevocably paid in full. If any amount shall be paid to any Guarantor a Borrower on account of such subrogation rights at any time when all of the Obligations obligations shall not have been irrevocably paid in full, such amount shall be held by such Guarantor in trust for the Secured Parties, segregated from other funds of such Guarantorthat Borrower, and shall, forthwith upon receipt by such Guarantorthe Borrower, be turned over to the Agent Lender in the exact form received by such Guarantor the Borrower (duly indorsed endorsed by such Guarantor the Borrower to the AgentLender, if required), to be applied against the Obligationsobligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Lender may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured PartiesAdministrative Agent or any Lender, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Administrative Agent or any Lender against the Company Borrowers or any other Guarantor or any collateral security or guarantee guaranty or right of offset held by the Secured Parties Administrative Agent or any Lender for the payment of the Secured Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrowers or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to of the Secured Parties by the Company on account of the Obligations are indefeasibly paid Paid in fullFull. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Secured Obligations shall not have been paid Paid in fullFull, such amount shall be held by such Guarantor in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Secured Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Administrative Agent or any other Secured PartiesParty, no Guarantor shall not be entitled to be subrogated to any of the rights of the Secured Parties against the Company Administrative Agent or any other Guarantor Secured Party against Borrower or any collateral security or guarantee or right of offset held by the Administrative Agent or any other Secured Parties Party for the payment of the ObligationsGuaranteed Indebtedness, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor Borrower in respect of payments made by such Guarantor hereunder, until all amounts no amount owing to Administrative Agent and the other Secured Parties by the Company on account of the Obligations are indefeasibly paid in fullGuaranteed Indebtedness remains outstanding (other than contingent indemnification obligations not yet due and payable) and the Commitments have been terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations Guaranteed Indebtedness shall not have been paid in fullfull or any of the Commitments under the Credit Agreement shall remain in effect, such amount shall be held by such Guarantor in trust for Administrative Agent and the other Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the ObligationsGuaranteed Indebtedness, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the any Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the any Secured Parties Party against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the any Secured Parties Party for the payment of the Borrower Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties by the Company Borrower on account of the Borrower Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Borrower Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Borrower Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment or payments made by any each Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured Partieshereunder, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Trustee or any Holder against the Company or any other Guarantor or any collateral security or guarantee Guarantee or right of offset held by the Secured Parties Trustee or any Holder for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties Trustee and the Holders by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured PartiesTrustee and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Agent Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the AgentTrustee, if required), to be applied against the Obligations, whether matured or unmetered, in such order as the Secured Parties may determine.

No Subrogation. Notwithstanding any payment or payments made by any Subsidiary Guarantor hereunder or any set-off or application hereunder, none of funds of any Guarantor by the Secured Parties, no Guarantor Subsidiary Guarantors shall be entitled to be subrogated to any of the rights of the Secured Parties Trustee or any Holder against the Company or any other Guarantor or any collateral security or guarantee Guarantee or right of offset held by the Secured Parties Trustee or any Holder for the payment of the Obligations, nor shall any Guarantor of the Subsidiary Guarantors seek or be entitled to seek any contribution or reimbursement from the Company or any other Subsidiary Guarantor in respect of payments made by such Subsidiary Guarantor hereunder, until all amounts owing to the Secured Parties Trustee and the Holders, by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor of the Subsidiary Guarantors on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Subsidiary Guarantor in trust for the Secured PartiesTrustee and the Holders, segregated from other funds of such Subsidiary Guarantor, and shall, forthwith upon receipt by such Subsidiary Guarantor, be turned over to the Agent Trustee in the exact form received by such Subsidiary Guarantor (duly indorsed by such Subsidiary Guarantor to the AgentTrustee, if required), to be applied against the Obligations, whether matured or unmetered, in such order as the Secured Parties may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off setoff or application of funds of any Guarantor by the Secured PartiesCollateral Agent or any Noteholder, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Collateral Agent or any Noteholder against the Company or any other Guarantor or any collateral security Collateral or guarantee or right of offset held by the Secured Parties Collateral Agent or any Noteholder for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, in each case, until all amounts owing to the Secured Parties by the Company on account of the Obligations are indefeasibly paid Payment in fullFull. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid prior to Payment in fullFull, such amount shall be held by such Guarantor in trust for the Secured PartiesCollateral Agent and the Noteholders, shall be segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Collateral Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Collateral Agent, if required), to be applied against the Obligations, whether matured or unmetered, in such order as set forth in Section 6.5 hereof irrespective of the Secured Parties may determineoccurrence or the continuance of any Event of Default.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off setoff or application of funds of any Guarantor by the Administrative Agent or any other Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the Administrative Agent or any other Secured Parties Party against the Company any Borrower or any other Guarantor or any collateral security Collateral or guarantee or right of offset held by the Administrative Agent or any other Secured Parties Party for the payment of the Secured Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company any Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, in each case, until all amounts owing to the Secured Parties by the Company on account Discharge of the Obligations are indefeasibly paid in fullObligations. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all prior to the Discharge of the Obligations shall not have been paid in fullObligations, such amount shall be held by such Guarantor in trust for the Administrative Agent and the other Secured Parties, shall be segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmetered, in such order as set forth in Section 6.5 hereof irrespective of the Secured Parties may determineoccurrence or the continuance of any Event of Default.

No Subrogation. Notwithstanding any payment or payments made by any each Note Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured Partieshereunder, no Note Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Trustee or any Holder against the Company or any other Note Guarantor or any collateral security or guarantee or right of offset held by the Secured Parties Trustee or any Holder for the payment of the Guarantor Obligations, nor shall any Note Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Note Guarantor in respect of payments made by such Note Guarantor hereunder, until all amounts owing to the Secured Parties Trustee and the Holders by the Company on account of the Guarantor Obligations are indefeasibly paid in full. If any amount shall be paid to any Note Guarantor on account of such subrogation rights at any time when all of the Guarantor Obligations shall not have been paid in full, such amount shall be held by such Note Guarantor in trust for the Secured PartiesTrustee and the Holders, segregated from other funds of such Note Guarantor, and shall, forthwith upon receipt by such Note Guarantor, be turned over to the Agent Trustee in the exact form received by such Note Guarantor (duly indorsed by such Note Guarantor to the AgentTrustee, if required), to be applied against the Guarantor Obligations, whether matured or unmetered, in such order as the Secured Parties may determine.

No Subrogation. Notwithstanding any payment made by any the Guarantor hereunder or any set-off or application of funds of any the Guarantor by any Secured Party, so long as any of the Secured PartiesGuaranteed Obligations under the Financing Documents remain outstanding (subject to Section 2.5), no (a) the Guarantor shall be entitled to be subrogated subordinates all of its rights of subrogation to any of the rights of the any Secured Parties Party against the Company Borrower or any other Guarantor Loan Party or any collateral security or guarantee or right of offset held by the Collateral Agent, the Administrative Agent or any other Secured Parties Party for the payment of the Guaranteed Obligations, nor shall any and (b) the Guarantor subordinates all of its rights to seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor Loan Party in respect of payments made by such the Guarantor hereunder, in each case, until all amounts owing to the Secured Parties by the Company on account of the Obligations are indefeasibly paid this Guaranty has been terminated in fullaccordance with its terms. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid this Guaranty remains in fullfull force and effect, such amount shall be held by such the Guarantor in trust for the Secured Parties, segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such the Guarantor, promptly be turned over to the Administrative Agent in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the Administrative Agent, if required), to be applied against the Guaranteed Obligations, whether matured or unmeteredunmatured, in such manner and in such order as specified in the Secured Parties may determineCredit Agreement.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured Partieshereunder, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Trustee, the Collateral Agent or any Holder against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Secured Parties Trustee, the Collateral Agent or any Holder for the payment of the Note Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties Trustee, the Collateral Agent and the Holders by the Company on account of the Note Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Note Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured PartiesTrustee, the Collateral Agent and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Agent Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the AgentTrustee, if required), to be applied against the Note Obligations, whether matured or unmetered, in such order as the Secured Parties may determine.

No Subrogation. Notwithstanding any payment or payments made by any each Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured Partieshereunder, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Trustee or any Holder against the Company Issuers or any other Guarantor or any collateral security or guarantee or right of offset held by the Secured Parties Trustee or any Holder for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Issuers or any other Guarantor in respect of payments made by such Guarantor hereunderhereunder (including, without limitation, under Section 10.3), until all amounts owing to the Secured Parties Trustee and the Holders by the Company Issuers on account of the Guaranteed Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Guaranteed Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured PartiesTrustee and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Agent Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the AgentTrustee, if required), to be applied against the Obligations, whether matured or unmetered, in such order as the Secured Parties may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor Holdings hereunder or any set-off or application of funds of Holdings by any Guarantor by of the Secured PartiesAgents or Lenders, no Guarantor Holdings shall not be entitled to be subrogated to any of the rights of any of the Secured Parties Agents or Lenders against the Company or any other Guarantor Credit Parties or any collateral security or guarantee or right of offset held by any of the Secured Parties Agents or Lenders for the payment of all or any portion of the Guaranteed Obligations, nor shall any Guarantor Holdings seek or be entitled to seek any contribution or reimbursement from any of the Company or any other Guarantor Credit Parties in respect of payments made by such Guarantor Holdings hereunder, until all amounts owing to the Secured Parties Agents and the Lenders by the Company other Credit Parties on account of the Guaranteed Obligations are indefeasibly paid in full, no Letter of Credit shall be outstanding and the Commitments are terminated. If any amount shall be paid to any Guarantor Holdings on account of such subrogation rights at any time when all of the Guaranteed Obligations shall not have been paid in full, such amount shall be held by such Guarantor Holdings in trust for the Secured PartiesAgents and the Lenders, segregated from other funds of such GuarantorHoldings, and shall, forthwith upon receipt by such GuarantorHoldings, be turned over to the Administrative Agent in the exact form received by such Guarantor Holdings (duly indorsed by such Guarantor Holdings to the Administrative Agent, if required), to be applied against the Guaranteed Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Required Lenders may determine.

No Subrogation. Notwithstanding any payment or payments made by any the Guarantor hereunder hereunder, or any set-off or application of funds of any the Guarantor by the Secured PartiesAdministrative Agent or any Lender, no the Guarantor shall not be entitled to be subrogated to any of the rights of the Secured Parties Administrative Agent or any Lender against the Company Borrower or any other Guarantor Subsidiary Borrower or against any collateral security or guarantee Guaranty or right of offset held by the Secured Parties Administrative Agent or any Lender for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor Subsidiary Borrower in respect of payments made by such the Guarantor hereunder, until all amounts owing to the Secured Parties by the Company on account occurrence of the Obligations are indefeasibly paid in fulla Termination Event. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all before the occurrence of the Obligations shall not have been paid in fulla Termination Event, such amount shall be held by such the Guarantor in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such the Guarantor, be turned over to the Administrative Agent in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment made or payments by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured PartiesLender, no Guarantor shall not be entitled to be subrogated to any of the rights of the Secured Parties Lender against the Company Borrower, any other Obligor or any other Guarantor or any collateral security Person or guarantee or right of offset held by the Secured Parties for Lender of the payment of the ObligationsGuaranteed Indebtedness, nor shall any Guarantor seek or be entitled to seek any reimbursement or contribution or reimbursement from the Company Borrower, any other Obligor, or any other Guarantor Person in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties Lender by the Company Borrower on account of the Obligations Guaranteed Indebtedness are indefeasibly paid in fullfull in cash. If any amount shall be paid to any Guarantor on account of such the subrogation rights at any time when all of the Obligations shall Guaranteed Indebtedness has not have been indefeasibly paid in fullfull in cash, such amount shall be held by such Guarantor in trust for the Secured Guaranteed Parties, segregated from other funds of such Guarantor, and shall, forthwith immediately upon receipt by such Guarantor, be turned over to the Agent Lender in the exact form received by such Guarantor (duly indorsed endorsed by such Guarantor to the AgentLender, if required), to be applied against the ObligationsGuaranteed Indebtedness, whether matured or unmeteredunmatured, in such order as the Secured Parties Lender may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Collateral Agent or any Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the Collateral Agent or any Secured Parties Party against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Collateral Agent or any Secured Parties Party for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties by the Company on account of the Obligations are indefeasibly paid in fullTermination Date. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of prior to the Obligations shall not have been paid in fullTermination Date, such amount shall be held by such Guarantor in trust for the Secured PartiesCollateral Agent, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Collateral Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Collateral Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as accordance with Section 5.3 of the Secured Parties may determinePledge Agreement.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor of the Guarantors hereunder or any set-off setoff or application of funds of any Guarantor of the Guarantors by the any Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the any Secured Parties Party against the Company any Loan Party or any other Guarantor or any collateral security or guarantee or right of offset held by the any Secured Parties Party for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company any Loan Party or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties by the Company any Loan Party on account of the Obligations are indefeasibly paid in full, no Letters of Credit are outstanding and the Commitments are terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, Letters of Credit are outstanding and the Commitments shall not have been terminated, such amount shall be held by such Guarantor in trust for the Secured Parties, segregated from other funds of such Guarantor, and shall, shall forthwith upon receipt by such Guarantor, Guarantor be turned over to the Collateral Agent in the exact form received by such Guarantor (duly indorsed endorsed by such Guarantor to the Collateral Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, at such time and in such order as the Secured Parties Collateral Agent may determine.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor the Guarantors hereunder or any set-off or application of funds of any Guarantor by the any Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the Collateral Agent or any Secured Parties Party against the Company any Borrower or any other Guarantor guarantor or any collateral security or guarantee or right of offset held by the any Secured Parties Party for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company any Borrower or any other Guarantor guarantor in respect of payments made by such any Guarantor hereunder, until all amounts owing to the Collateral Agent and the Secured Parties by the Company Borrowers on account of the Obligations are indefeasibly paid in fullfull and the Commitments are terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Collateral Agent and the Secured Parties, segregated from other funds of such Guarantorthe Guarantors, and shall, forthwith upon receipt by such Guarantor, be turned over to the Collateral Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Collateral Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Collateral Agent and the Secured Parties may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the any Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the any Secured Parties Party against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Administrative Agent or any other Secured Parties Party for the payment of the Borrower Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties by the Company on account of the Borrower Obligations are indefeasibly paid in full, no Letter of Credit shall be outstanding and the Commitments are terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Borrower Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Borrower Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties may determineprovided by Section 6.5 hereof.

No Subrogation. Notwithstanding any payment or payments made by any the Guarantor hereunder or any set-off setoff or application of funds of any the Guarantor by any Lender, the Secured Parties, no Guarantor shall not be entitled to be subrogated to any of the rights of the Secured Parties Administrative Agent or any Lender against the Company or any other Guarantor Borrower or any collateral security or guarantee or right of offset held by the Secured Parties any Lender for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor Borrower in respect of payments made by such the Guarantor hereunder, until all amounts owing to the Secured Parties Administrative Agent and the Lenders by the Company Borrower on account of the Obligations are indefeasibly paid in fullfull and the Commitments are terminated. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such the Guarantor in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such the Guarantor, be turned over to the Administrative Agent in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor of the Guarantors hereunder or any set-off or appropriation and application of funds of any Guarantor of the Guarantors by the Collateral Agent or any other ABL Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the Collateral Agent or any other ABL Secured Parties Party against the Company any ABL Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Collateral Agent or any other ABL Secured Parties Party for the payment of the Guaranteed Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company any ABL Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties by the Company on account of the Obligations are indefeasibly paid in fullRelease Date. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of prior to the Obligations shall not have been paid in fullRelease Date, such amount shall be held by such Guarantor in trust for the Collateral Agent and the other ABL Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Collateral Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Collateral Agent, if required), to be applied against the Guaranteed Obligations, whether matured due or unmeteredto become due, in such order as accordance with Section 5.04 of the Secured Parties may determineABL Security Agreement.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor of the Guarantors hereunder or any set-off or appropriation and application of funds of any Guarantor of the Guarantors by the Collateral Agent or any other Term Loan Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the Collateral Agent or any other Term Loan Secured Parties Party against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Collateral Agent or any other Term Loan Secured Parties Party for the payment of the Guaranteed Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties by the Company on account of the Obligations are indefeasibly paid in fullRelease Date. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of prior to the Obligations shall not have been paid in fullRelease Date, such amount shall be held by such Guarantor in trust for the Collateral Agent and the other Term Loan Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Collateral Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Collateral Agent, if required), to be applied against the Guaranteed Obligations, whether matured due or unmeteredto become due, in such order as accordance with Section 5.04 of the Secured Parties may determineTerm Loan Security Agreement.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured PartiesAgent or any Lender, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Agent or any Lender against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Secured Parties Agent or any Lender for the payment of the Secured Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to of the Secured Parties by the Company on account of the Obligations are indefeasibly paid Paid in fullFull. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Secured Obligations shall not have been paid Paid in fullFull, such amount shall be held by such Guarantor in trust for the Secured PartiesAgent and Lenders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be promptly turned over to the Agent in the exact form received by such Guarantor (duly indorsed (but without any representation or warranty) by such Guarantor to the Agent, if required), to be applied against the Secured Obligations, whether matured or unmeteredunmatured, in such order as a manner that is consistent with the Secured Parties may determineprovisions of Section 2.10.2 of the Credit Agreement.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Administrative Agent or any other Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the Administrative Agent or any other Secured Parties Party against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Administrative Agent or any other Secured Parties Party for the payment of the Secured Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Revolving Loan Secured Parties by the Company on account of the Obligations are indefeasibly paid in fullTermination Date. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Revolving Loan Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Administrative Agent and the other Revolving Loan Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed endorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Revolving Loan Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine, subject to the terms and provisions of the Collateral Trust Agreement.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured PartiesAdministrative Agent or any Lender, no Guarantor shall be entitled seek to be subrogated to enforce any right of subrogation in respect of any of the rights of the Secured Parties against the Company Administrative Agent or any other Lender against any Guarantor or any collateral security or guarantee or right of offset held by the Secured Parties Administrative Agent or any Lender for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties Administrative Agent and the Lenders by the Company Loan Parties on account of the Obligations are indefeasibly paid in fullfull and the Commitments are terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the ObligationsObligations , whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine. For the avoidance of doubt, nothing in the foregoing agreement by the Guarantors shall operate as a waiver of any subrogation rights.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured Guaranteed Parties, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Guaranteed Parties against the Company Borrower or any other Guarantor guarantor or any collateral security or guarantee guaranty or right of offset held by the Secured Guaranteed Parties for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Guaranteed Parties by the Company Borrower on account of the Obligations are indefeasibly paid in fullfull and the Facility Agreement has been terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured benefit of the Guaranteed Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Agent Guaranteed Parties in the exact form received by such Guarantor (duly indorsed by such Guarantor to the AgentGuaranteed Parties, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Guaranteed Parties may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off setoff or application of funds of any Guarantor by the Secured Partiesany Guaranteed Party, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties any Guaranteed Party against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset setoff held by the Secured Parties Administrative Agent or any other Guaranteed Party for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor Person hereunder, until all amounts owing to the Secured Guaranteed Parties by the Company Borrower on account of the Obligations are indefeasibly paid in full, no Letter of Credit shall be outstanding and the Commitments are terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured Guaranteed Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor of the Guarantors hereunder or any set-off or appropriation or application of funds of any Guarantor of the Guarantors by the any Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the Administrative Agent or any other Secured Parties Party against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the any Secured Parties Party for the payment of the ObligationsObligations until the Termination Date, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, hereunder until all amounts owing to the Secured Parties by the Company on account of the Obligations are indefeasibly paid in fullTermination Date. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of prior to the Obligations shall not have been paid in fullTermination Date, such amount shall be held by such Guarantor in trust for the Administrative Agent and the other Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder hereunder, or any set-off setoff or application of funds of any Guarantor by the Secured Partiesany Lender, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Administrative Agent or any Lender against the Company other Borrower or any other Guarantor or against any collateral security or guarantee or right of offset held by the Secured Parties Administrative Agent or any Lender for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor Borrower in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties Administrative Agent and the Lenders by the Company Borrowers on account of the Obligations are indefeasibly paid in full, no Letter of Credit shall be outstanding (unless such Letter of Credit is cash collateralized in accordance with Section 2.05(c) of the Credit Agreement) and the Commitments are terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder hereunder, or any set-off setoff or application of funds of any Guarantor by the Secured Partiesany Lender, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Administrative Agent or any Lender against the Company Borrower or any other Guarantor or against any collateral security or guarantee or right of offset held by the Secured Parties Administrative Agent or any Lender for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor Borrower in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties Administrative Agent and the Lenders by the Company Borrower on account of the Obligations are indefeasibly paid in full, no Letter of Credit shall be outstanding (unless such Letter of Credit is Cash Collateralized in accordance with Section 2.05(d) of the Credit Agreement) and the Commitments are terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor of the Guarantors hereunder or any set-off or appropriation and application of funds of any Guarantor of the Guarantors by the Collateral Agent or any other Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the Collateral Agent or any other Secured Parties Party against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Collateral Agent or any other Secured Parties Party for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties by the Company on account of the Obligations are indefeasibly paid in fullTermination Date. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of prior to the Obligations shall not have been paid in fullTermination Date, such amount shall be held by such Guarantor in trust for the Collateral Agent and the other Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Collateral Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Collateral Agent, if required), to be applied against the Obligations, whether matured due or unmeteredto become due, in such order as accordance with Section 5.04 of the Secured Parties may determineSecurity Agreement.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor of the Guarantors hereunder or any set-off or application of funds of any Guarantor of the Guarantors by the Secured Partiesany Lender, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Agent or any Lender against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Secured Parties any Lender for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties Agent and the Lenders by the Company Borrower on account of the Obligations are indefeasibly paid in fullfull and the Commitments are terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured PartiesAgent and the Lenders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Agent may determine.

No Subrogation. Notwithstanding any payment or payments made by any each Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured Partieshereunder, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Trustee, the Collateral Agent or any Holder against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Secured Parties Trustee, the Collateral Agent or any Holder for the payment of the any Guarantor Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties Trustee, the Collateral Agent and the Holders by the Company on account of the any Guarantor Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Guarantor Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured PartiesTrustee, the Collateral Agent and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Trustee or the Collateral Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Trustee or the Collateral Agent, if required), to be applied against the Guarantor Obligations, whether matured or unmetered, in such order as the Secured Parties may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the any Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the any Secured Parties Party against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the any Secured Parties Party for the payment of the Borrower Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties by the Company Borrower on account of the Borrower Obligations are indefeasibly paid in full, no Letter of Credit shall be outstanding and the Commitments are terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Borrower Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be credited and applied against the Borrower Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determinedetermine pursuant to this Agreement.

No Subrogation. Notwithstanding any payment or payments made by any a Guarantor hereunder or any set-off or application of funds of any Guarantor by the any Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the Agent or any Secured Parties Party against the Company Seller or any other Guarantor guarantor or any collateral security or guarantee or right of offset held by the any Secured Parties Party for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Seller or any other Guarantor guarantor in respect of payments made by such a Guarantor hereunder, until all amounts owing to the Agent and the Secured Parties by the Company Seller on account of the Obligations are indefeasibly paid in fullfull and the Master Repurchase Agreement shall have expired or been terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Agent and the Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Agent and the Secured Parties may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off setoff or application of funds of any Guarantor by the Secured Partiesany Guaranteed Party, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties any Guaranteed Party against the Company or any other Guarantor or any collateral security or guarantee or right of offset setoff held by the Secured Parties Administrative Agent or any other Guaranteed Party for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Guaranteed Parties by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured Guaranteed Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent for deposit to the deposit accounts established pursuant to Section 5.8 of the Credit Agreement in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as specified in the Secured Parties may determineSecurity Agreement.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured PartiesAgent or any Lender, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Agent or any Lender against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Secured Parties Agent or any Lender for the payment of the Secured Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to of the Secured Parties Obligations are Paid in Full; provided, however, that each Guarantor agrees that such right of subrogation shall be automatically (without any further action) and irrevocably waived and released in its entirety if any Collateral is acquired by the Company on account a Person as a result of the Obligations are indefeasibly paid in fullexercise of remedies under the Loan Documents, a court order or a plan of reorganization or similar dispositive plan. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Secured Obligations shall not have been paid Paid in fullFull (or when such right of subrogation shall have been waived), such amount shall be held by such Guarantor in trust for the Secured PartiesAgent and Lenders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be promptly turned over to the Agent in the exact form received by such Guarantor (duly indorsed (but without any representation or warranty) by such Guarantor to the Agent, if required), to be applied against the Secured Obligations, whether matured or unmeteredunmatured, in such order as a manner that is consistent with the Secured Parties may determineprovisions of Section 2.10.2 of the Credit Agreement.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor Borrower hereunder or any set-off setoff or application of funds of any Guarantor Borrower by the Secured PartiesLead Lender, no Guarantor such Borrower shall not be entitled to be subrogated to any of the rights of the Secured Parties Lead Lender against the Company any other Borrower or any other Guarantor guarantor or any collateral security or guarantee guaranty or right of offset held by the Secured Parties Lead Lender for the payment of the Obligationsobligations, nor shall any Guarantor such Borrower seek or be entitled to seek any contribution or reimbursement from the Company any other Borrower or any other Guarantor guarantor in respect of payments made by such Guarantor Borrower hereunder, until all amounts owing to the Secured Parties Lead Lender by the Company Borrowers on account of the Obligations obligations are indefeasibly irrevocably paid in full. If any amount shall be paid to any Guarantor a Borrower on account of such subrogation rights at any time when all of the Obligations obligations shall not have been irrevocably paid in full, such amount shall be held by such Guarantor in trust for the Secured Parties, segregated from other funds of such Guarantorthat Borrower, and shall, forthwith upon receipt by such GuarantorBorrower, be turned over to the Agent Lead Lender in the exact form received by such Guarantor Borrower (duly indorsed endorsed by such Guarantor Borrower to the AgentLead Lender, if required), to be applied against the Obligationsobligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Lead Lender may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured PartiesCollateral Agent or any Purchaser, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Collateral Agent or any Purchaser against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Secured Parties Collateral Agent or the Purchasers for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties Collateral Agent by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured PartiesCollateral Agent, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Collateral Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Collateral Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Collateral Agent may determine.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured Partieshereunder, no such Guarantor shall not be entitled to be subrogated to any of the rights of the Secured Parties Trustee, the Security Agent, the Polish Security Agent or any Holder against the Company or any other Guarantor Issuer or any collateral security or guarantee Guarantee or right of offset held by the Secured Parties Trustee, the Security Agent, the Polish Security Agent or any Holder for the payment of the Obligations, Obligations nor shall any such Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor Issuer in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties Trustee, the Security Agent, the Polish Security Agent and the Holders by the Company Issuer on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any a Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured PartiesTrustee, the Security Agent, the Polish Security Agent and the Holders, segregated from other funds of such Guarantor, Guarantor and shall, forthwith upon receipt by such Guarantor, be turned over to the Agent Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the AgentTrustee, if required), to be applied against the Obligations, whether matured or unmetered, in such order as the Secured Parties may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the any Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the any Secured Parties Party against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the any Secured Parties Party for the payment of the Borrower Obligations, nor shall any Guarantor seek or be entitled to seek any indemnity, exoneration, participation, contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties by the Company on account of the Borrower Obligations are irrevocably and indefeasibly paid in fullfull in cash. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Borrower Obligations shall not have been irrevocably and indefeasibly paid in fullfull in cash, such amount shall be held by such Guarantor in trust for the Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Borrower Obligations, whether matured or unmeteredunmatured, in such order as accordance with Section 10.02(c) of the Secured Parties may determineTerm Loan Agreement.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured Partiesany Guaranteed Creditor, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties any Guaranteed Creditor against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Secured Parties any Guaranteed Creditor for the payment of the ObligationsIndebtedness, nor shall any Guarantor seek or be entitled to seek any indemnity, exoneration, participation, contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties by the Company on account of the Obligations are indefeasibly paid Payment in fullFull. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid prior to Payment in fullFull, such amount shall be held by such Guarantor in trust for the Secured Parties, segregated from other funds of such GuarantorGuaranteed Creditors, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the ObligationsIndebtedness, whether matured or unmeteredunmatured, in such order as accordance with Section 10.02(c) of the Secured Parties may determineCredit Agreement.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor of the Guarantors hereunder or any set-off or application of funds of any Guarantor of the Guarantors by the Secured Partiesany Lender, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Administrative Agent or any Lender against the Company any Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Secured Parties any Lender for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company any Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties Administrative Agent and the Lenders by the Company Borrowers on account of the Obligations are indefeasibly paid in fullfull and the Commitments are terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment or payments made by any the Guarantor hereunder hereunder, or any set-off or application of funds of any the Guarantor by the Secured PartiesAdministrative Agent or any Bank, no the Guarantor shall not be entitled to be subrogated to any of the rights of the Secured Parties Administrative Agent or any Bank against the Company or any other Guarantor or against any collateral security or guarantee or right of offset held by the Secured Parties Administrative Agent or any Bank for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such the Guarantor hereunder, until the Commitments are terminated and all amounts owing to the Secured Parties Administrative Agent and the Banks by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such the Guarantor in trust for the Secured PartiesAdministrative Agent and the Banks, segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such the Guarantor, be turned over to the Administrative Agent in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmetered, in such order as the Secured Parties may determineunmatured.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured PartiesAdministrative Agent or any Lender, no Guarantor shall not be entitled to be subrogated to any of the rights of the Secured Parties Administrative Agent or any Lender against the Company or any other Guarantor or any collateral security or guarantee guaranty or right of offset held by the Secured Parties Administrative Agent or any Lender for the payment of the Secured Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to of the Secured Parties by the Company on account of the Obligations are indefeasibly paid Paid in fullFull and the Term Loan Commitments are terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Secured Obligations shall not have been paid Paid in fullFull, such amount shall be held by such Guarantor in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Secured Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor of the Guarantors hereunder or any set-off setoff or application of funds of any Guarantor of the Guarantors by the any Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the any Secured Parties Party against the Company any Credit Party or any other Guarantor or any collateral security or guarantee or right of offset held by the any Secured Parties Party for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company any Credit Party or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties by the Company any Credit Party on account of the Obligations are indefeasibly paid in full, no Letters of Credit are outstanding and the Commitments are terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, Letters of Credit are outstanding and the Commitments shall not have been terminated, such amount shall be held by such Guarantor in trust for the Secured Parties, segregated from other funds of such Guarantor, and shall, shall forthwith upon receipt by such Guarantor, Guarantor be turned over to the Collateral Agent in the exact form received by such Guarantor (duly indorsed endorsed by such Guarantor to the Collateral Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, at such time and in such order as the Secured Parties Collateral Agent may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the any Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the any Secured Parties Party against the Company any Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Secured Parties Administrative Agent or any Lender for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company any Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties by the Company on account of the Obligations are indefeasibly paid in fullTermination Date. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor the Guarantors hereunder or any set-off setoff or application of funds of any Guarantor the Guarantors by the Agent or any other Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the Agent or any other Secured Parties Party against the Company Borrower or any other Guarantor or any collateral security Collateral or guarantee or right of offset held by the Agent or any other Secured Parties Party for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor the Guarantors hereunder, in each case, until all amounts owing to the Secured Parties by the Company on account Discharge of the Obligations are indefeasibly paid in fullObligations. If any amount shall be paid to any Guarantor on account in violation of such subrogation rights the immediately preceding sentence at any time when all prior to the Discharge of the Obligations shall not have been paid in fullObligations, such amount shall be held by such Guarantor in trust for the Agent and the other Secured Parties, shall be segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Agent, if required), to be applied against the Obligations, whether matured or unmetered, in such order as set forth in Section 11.2 of the Secured Parties may determineLoan Agreement irrespective of the occurrence or the continuance of any Event of Default.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured PartiesAdministrative Agent or any other Lender Party, no Guarantor shall be entitled seek to be subrogated to enforce any right of subrogation in respect of any of the rights of the Secured Parties against the Company Administrative Agent or any other Guarantor Lender Party against any Loan Party or any collateral security or guarantee or right of offset held by the Secured Parties Administrative Agent or any other Lender Party for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor Loan Party in respect of payments made by such Guarantor hereunderunder this Article 10, until all amounts owing to the Secured Administrative Agent and the other Lender Parties by the Company Loan Parties on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured Administrative Agent and the other Lender Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine. For the avoidance of doubt, nothing in the foregoing agreement by the Guarantor shall operate as a waiver of any subrogation rights.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor of the Guarantors hereunder or any set-off or appropriation or application of funds of any Guarantor of the Guarantors by the any Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the Collateral Agent or any other Secured Parties Party against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the any Secured Parties Party for the payment of the ObligationsObligations until the Termination Date, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, hereunder until all amounts owing to the Secured Parties by the Company on account of the Obligations are indefeasibly paid in fullTermination Date. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of prior to the Obligations shall not have been paid in fullTermination Date, such amount shall be held by such Guarantor in trust for the Collateral Agent and the other Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Collateral Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Collateral Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Collateral Agent may determine.

No Subrogation. Notwithstanding any payment made or payments by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured Partiesany Guaranteed Party, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties any Guaranteed Party against the Company Borrower or any other Guarantor or any collateral security Person or guarantee or right of offset held by the Secured Parties for any Guaranteed Party of the payment of the Guaranteed Obligations, nor shall any Guarantor seek or be entitled to seek any reimbursement or contribution or reimbursement from the Company Borrower, any other Guarantor, or any other Guarantor Person in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Guaranteed Parties by the Company Borrower on account of the Guaranteed Obligations are indefeasibly paid in fullfull in cash. If any amount shall be paid to any Guarantor on account of such the subrogation rights at any time when all of the Guaranteed Obligations shall have not have been paid in fullfull in cash, such amount shall be held by such Guarantor in trust for the Secured Guaranteed Parties, segregated from other funds of such Guarantor, and shall, forthwith immediately upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed endorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Guaranteed Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder hereunder, or any set-off setoff or application of funds of any Guarantor by the Secured Partiesany Lender, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Administrative Agent or any Lender against the Company Borrower or any other Guarantor or against any collateral security or guarantee or right of offset held by the Secured Parties Administrative Agent or any Lender for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor Borrower in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties Administrative Agent and the Lenders by the Company Borrower on account of the Obligations are indefeasibly paid in fullfull and the Commitments are terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off setoff or application of funds of any Guarantor by the Administrative Agent or any other Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the Administrative Agent or any other Secured Parties Party against the Company Borrowers or any other Guarantor or any collateral security Collateral or guarantee or right of offset held by the Administrative Agent or any other Secured Parties Party for the payment of the Secured Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrowers or any other Guarantor in respect of payments made by such Guarantor hereunder, in each case, until all amounts owing to the Secured Parties by the Company on account Discharge of the Obligations are indefeasibly paid in fullObligations. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all prior to the Discharge of the Obligations shall not have been paid in fullObligations, such amount shall be held by such Guarantor in trust for the Administrative Agent and the other Secured Parties, shall be segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmetered, in such order as set forth in Section 6.5 hereof irrespective of the Secured Parties may determineoccurrence or the continuance of any Event of Default.

No Subrogation. Notwithstanding any payment made by any the Guarantor hereunder or any set-off or application of funds of any the Guarantor by the Secured PartiesAdministrative Agent or any Lender, no the Guarantor shall not be entitled to be subrogated to any of the rights of the Secured Parties Administrative Agent or any Lender against the Company or any other Guarantor Borrowers or any collateral security or guarantee or right of offset held by the Secured Parties Administrative Agent or any Lender for the payment of the Borrower Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor Borrowers in respect of payments made by such the Guarantor hereunder, until all amounts owing to the Secured Parties Administrative Agent and the Lenders by the Company Borrowers on account of the Borrower Obligations are indefeasibly paid in fullfull and the Commitments are terminated. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Borrower Obligations shall not have been paid in full, such amount shall be held by such the Guarantor in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such the Guarantor, be turned over to the Administrative Agent in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the Administrative Agent, if required), to be applied against the Borrower Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder or any set-off or application the Guarantors hereunder, none of funds of any Guarantor by the Secured Parties, no Guarantor Guarantors shall be entitled to be subrogated to any of the rights of the Secured Parties Trustee or any Holder against the Company or any other Guarantor Issuer or any collateral security or guarantee or right of offset held by the Secured Parties Trustee or any Holder for the payment of the Obligations, nor shall any Guarantor of the Guarantors seek or be entitled to seek any contribution or reimbursement from the Company Issuer or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties Trustee and the Holders, as well as the holders of any other Permitted Indebtedness, by the Company Issuer on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor of the Guarantors on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured PartiesTrustee and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Agent Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the AgentTrustee, if required), to be applied against the Obligations, whether matured or unmetered, in such order as the Secured Parties may determine.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor of the Guarantors hereunder or any set-off setoff or application of funds of any Guarantor of the Guarantors by the any Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the any Secured Parties Party against the Company any Loan Party or any other Guarantor or any collateral security or guarantee or right of offset held by the any Secured Parties Party for the payment of the Secured Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company any Loan Party or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties by the Company on account of the Obligations are indefeasibly paid in fullTermination Date. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of prior to the Obligations shall not have been paid in fullTermination Date, such amount shall be held by such Guarantor in trust for the Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, Guarantor be turned over to the Collateral Agent in the exact form received by such Guarantor (duly indorsed endorsed by such Guarantor to the Collateral Agent, if required), to be applied against the Secured Obligations, whether matured or unmeteredunmatured, at such time and in such order as the Secured Parties Collateral Agent may determine.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor of the Guarantors hereunder or any set-off or application of funds of any Guarantor of the Guarantors by the Secured Partiesany Lender, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Administrative Agent or any Lender against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Secured Parties any Lender for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties Administrative Agent and the Lenders by the Company Borrower on account of the Obligations are indefeasibly paid in fullfull and the Commitments are terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties may determineCredit Agreement shall provide.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured Partiesany Guaranteed Party, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties any Guaranteed Party against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Secured Parties Administrative Agent or any other Guaranteed Party for the payment of the Guaranteed Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Guaranteed Parties by the Company on account of the Guaranteed Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Guaranteed Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured Guaranteed Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Guaranteed Obligations, whether matured or unmeteredunmatured, in such order as such Guarantor (or, if an Event of Default shall have occurred and be continuing, the Secured Parties Administrative Agent) may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured PartiesAdministrative Agent or any Lender, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Administrative Agent or any Lender against the Company or any other Guarantor or any collateral security or guarantee guaranty or right of offset held by the Secured Parties Administrative Agent or any Lender for the payment of the Secured Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to of the Secured Parties by the Company on account of the Obligations are indefeasibly paid Paid in fullFull and the Commitments are terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Secured Obligations shall not have been paid Paid in fullFull, such amount shall be held by such Guarantor in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Secured Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Administrative Agent or any other Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the Administrative Agent or any other Secured Parties Party against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Administrative Agent or any other Secured Parties Party for the payment of the Borrower Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, in each case, until all amounts owing to the Secured Parties by the Company on account Discharge of the Obligations are indefeasibly paid in fullObligations. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Borrower Obligations shall not have been paid in full, such amount (up to the amount of Borrower Obligations) shall be held by such Guarantor in trust for the Administrative Agent and the other Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmetered, in such order as the Secured Parties may determineset forth in Section 6.5 hereof.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off setoff or application of funds of any Guarantor by the Administrative Agent or any other Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the Administrative Agent or any other Secured Parties Party against the Company any Co-Borrower or any other Grantor or any other Guarantor or any collateral security Collateral or guarantee or right of offset held by the Administrative Agent or any other Secured Parties Party for the payment of the Secured Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company any Co-Borrower or any other Grantor or any other Guarantor in respect of payments made by such Guarantor hereunder, in each case, until all amounts owing to the Secured Parties by the Company on account Discharge of the Obligations are indefeasibly paid in fullObligations. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all prior to the Discharge of the Obligations shall not have been paid in fullObligations, such amount shall be held by such Guarantor in trust for the Administrative Agent and the other Secured Parties, shall be segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmetered, in such order as set forth in Section 6.5 hereof irrespective of the Secured Parties may determineoccurrence or the continuance of any Event of Default.

No Subrogation. Notwithstanding any payment made by any Loan Guarantor hereunder or any set-off or application of funds of any Loan Guarantor by the Secured PartiesLender, no Loan Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Lender against the Company any Borrower or any other Loan Guarantor or any collateral security or guarantee guaranty or right of offset held by the Secured Parties Lender for the payment of the Secured Obligations, nor shall any Loan Guarantor seek or be entitled to seek any contribution or reimbursement from the Company any Borrower or any other Loan Guarantor in respect of payments made by such Loan Guarantor hereunder, until all amounts owing to of the Secured Parties by the Company on account of the Obligations are indefeasibly paid Paid in fullFull, no Letter of Credit shall be outstanding and the Commitments are terminated. If any amount shall be paid to any Loan Guarantor on account of such subrogation rights at any time when all of the Secured Obligations shall not have been paid Paid in fullFull, such amount shall be held by such Loan Guarantor in trust for the Secured PartiesLender, segregated from other funds of such Loan Guarantor, and shall, forthwith upon receipt by such Loan Guarantor, be turned over to the Agent Lender in the exact form received by such Loan Guarantor (duly indorsed by such Guarantor to the AgentLoan Guarantor, if required), to be applied against the Secured Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Lender may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Collateral Agent and the Secured Parties, no Guarantor shall be entitled to be subrogated to any of the rights of the Collateral Agent and the Secured Parties against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Collateral Agent and the Secured Parties for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Collateral Agent and the Secured Parties by the Company on account of the Obligations are indefeasibly paid in fullfull in cash (excluding inchoate reimbursement obligations for which no demand has been made). If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Collateral Agent and the Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Collateral Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Collateral Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as accordance with the Secured Parties may determineSecurity Agreement.

No Subrogation. Notwithstanding any payment made by any Guarantor the Lead Borrower hereunder or any set-off or application of funds of any Guarantor the Lead Borrower by the Secured PartiesAdministrative Agent or any Lender, no Guarantor the Lead Borrower shall not be entitled to be subrogated to any of the rights of the Secured Parties Administrative Agent or any Lender against the Company Designated Borrowers or any other Guarantor 216004669 guarantor or any collateral security or guarantee or right of offset held by the Secured Parties Administrative Agent or any Lender for the payment of the Obligations, Guaranteed Obligations nor shall any Guarantor the Lead Borrower seek or be entitled to seek any contribution or reimbursement from the Company Designated Borrowers or any other Guarantor guarantor in respect of payments made by such Guarantor hereunderthe Lead Borrower under this Guarantee, until all amounts owing to the Secured Parties by the Company on account of the Obligations are indefeasibly paid in fullPayment In Full. If any amount shall be paid to any Guarantor the Lead Borrower on account of such subrogation rights at any time when all of the Guaranteed Obligations shall not have been paid Paid in fullFull, such amount shall be held by such Guarantor in trust the Lead Borrower for the Secured Parties, segregated from other funds benefit of such Guarantorthe Administrative Agent and the Lenders, and shall, forthwith upon receipt by such Guarantorthe Lead Borrower, be turned over to the Administrative Agent in the exact form received by such Guarantor the Lead Borrower (duly indorsed by such Guarantor the Lead Borrower to the Administrative Agent, if required), to be applied against the Obligations, Guaranteed Obligations whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Collateral Agent or any Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the Collateral Agent or any Secured Parties Party against the Company or any other Guarantor or any collateral security or guarantee guaranty or right of offset held by the Collateral Agent or any Secured Parties Party for the payment of the Secured Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to of the Secured Parties by the Company on account of the Obligations are indefeasibly paid Paid in fullFull. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Secured Obligations shall not have been paid Paid in fullFull, such amount shall be held by such Guarantor in trust for the Collateral Agent and the Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Collateral Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Collateral Agent, if required), to be applied against the Secured Obligations, whether matured or unmeteredunmatured, in such order as accordance with the Secured Parties may determineFinancing Documents.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off setoff or application of funds of any Guarantor by the Administrative Agent or any other Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the Administrative Agent or any other Secured Parties Party against the Company Borrower or any other Guarantor or any collateral security Collateral or guarantee or right of offset held by the Administrative Agent or any other Secured Parties Party for the payment of the Secured Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, in each case, until all amounts owing to the Secured Parties by the Company on account Discharge of the Obligations are indefeasibly paid in fullObligations. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all prior to the Discharge of the Obligations shall not have been paid in fullObligations, such amount shall be held by such ​ ​ Guarantor in trust for the Administrative Agent and the other Secured Parties, shall be segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmetered, in such order as set forth in Section 6.5 hereof irrespective of the Secured Parties may determineoccurrence or the continuance of any Event of Default.

No Subrogation. Notwithstanding any payment made by any the Guarantor hereunder or any set-off or application of funds of any the Guarantor by the Secured PartiesAdministrative Agent or any Lender, no the Guarantor shall not be entitled to be subrogated to any of the rights of the Secured Parties Administrative Agent or any Lender against the Company or any other Guarantor Borrower or any collateral security or guarantee or right of offset held by the Secured Parties Administrative Agent or any Lender for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor Borrower in respect of payments made by such the Guarantor hereunder, until all amounts owing to the Secured Parties Administrative Agent and the Lenders by the Company Borrower on account of the Obligations are indefeasibly paid in fullfull and the Commitments are terminated. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such the Guarantor in trust for the Secured Parties, segregated from other funds of such Guarantor, Administrative Agent and the Lenders and shall, forthwith upon receipt by such the Guarantor, be turned over to the Administrative Agent in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off setoff or application of funds of any Guarantor by the Administrative Agent or any other Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the Administrative Agent or any other Secured Parties Party against the Company Borrower or any other Guarantor or any collateral security Collateral or guarantee or right of offset held by the Administrative Agent or any other Secured Parties Party for the payment of the Secured Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, in each case, until all amounts owing to the Secured Parties by the Company on account Discharge of the Obligations are indefeasibly paid in fullObligations. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all prior to the Discharge of the Obligations shall not have been paid in fullObligations, such amount shall be held by such Guarantor in trust for the Administrative Agent and the other Secured Parties, shall be segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmetered, in such order as set forth in Section 6.5 irrespective of the Secured Parties may determineexistence of any Event of Default.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Administrative Agent or any other Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the Administrative Agent or any other Secured Parties Party against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Administrative Agent or any other Secured Parties Party for the payment of the Secured Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to of the Secured Parties by the Company on account of the Obligations are indefeasibly paid Paid in fullFull. If any amount shall be paid to any Guarantor on account of such subrogation subrogation, contribution, indemnification or reimbursement rights at any time when all of the Secured Obligations shall not have been paid Paid in fullFull, such amount shall be held by such Guarantor in trust for the Administrative Agent and the other Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Secured Obligations, whether matured or unmeteredunmatured, in such order as a manner that is consistent with the Secured Parties may determineterms of the Loan Agreement.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured PartiesVanco, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Vanco against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Secured Parties Vanco for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties Vanco by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured PartiesVanco, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Agent Vanco in the exact form received by such Guarantor (duly indorsed by such Guarantor to the AgentVanco, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Vanco may determine.

No Subrogation. Notwithstanding any payment made or payments by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured Partiesany Guaranteed Party, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties any Guaranteed Party against the Company Borrower or any other Guarantor or any collateral security Person or guarantee or right of offset held by the Secured Parties for any Guaranteed Party of the payment of the Guaranteed Obligations, nor shall any Guarantor seek or be entitled to seek any reimbursement or contribution or reimbursement from the Company Borrower, any other Guarantor or any other Guarantor Person in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Guaranteed Parties by the Company Borrower on account of the Guaranteed Obligations are indefeasibly paid in fullfull in cash. If any amount shall be paid to any Guarantor on account of such the subrogation rights at any time when all of the Guaranteed Obligations shall have not have been paid in fullfull in cash, such amount shall be held by such Guarantor in trust for the Secured Guaranteed Parties, segregated from other funds of such Guarantor, and shall, forthwith immediately upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed endorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Guaranteed Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder hereunder, or any set-off or application of funds of any such Guarantor by the Secured PartiesAdministrative Agent or any Lender, no such Guarantor shall not be entitled to be subrogated to any of the rights of the Secured Parties Administrative Agent or any Lender against the Company Borrower or any other Guarantor or against any collateral security or guarantee or right of offset held by the Secured Parties Administrative Agent or any Lender for the payment of the Obligations, nor shall any such Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor Borrower in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties Administrative Agent and the Lenders by the Company Borrower on account of the Obligations are indefeasibly paid in fullfull and the Revolving Credit Commitments are terminated. If any amount shall be paid to any such Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Administrative Agent or any other Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the Administrative Agent or any other Secured Parties Party against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Administrative Agent or any other Secured Parties Party for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties by the Company on account of the Obligations are indefeasibly paid in fullRelease Date. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Administrative Agent and the other Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as accordance with Section 8.2 of the Secured Parties may determineCredit Agreement.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor of the Guarantors hereunder or any set-off or appropriation and application of funds of any Guarantor of the Guarantors by the Administrative Agent or any Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the Administrative Agent or any Secured Parties Party against the Company Borrower or any other Guarantor Credit Party or any collateral security or guarantee or right of offset held by the Administrative Agent or any Secured Parties Party for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Administrative Agent and the Secured Parties by the Company Credit Parties on account of the Obligations are indefeasibly paid in full, the Commitments are terminated and no Letters of Credit shall be outstanding. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Administrative Agent and the Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured due or unmeteredto become due, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder hereunder, or any set-off setoff or application of funds of any Guarantor by the Secured Partiesany Lender, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Administrative Agent or any Lender against the Company other Borrower or any other Guarantor or against any collateral security or guarantee or right of offset held by the Secured Parties Administrative Agent or any Lender for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor Borrower in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties Administrative Agent and the Lenders by the Company Borrowers on account of the Obligations are indefeasibly paid in fullfull and the Commitments are terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Party against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Secured Parties Party for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution contribution, indemnification or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties Party by the Company Borrower and the Guarantors on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation subrogation, contribution, indemnification or reimbursement rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured PartiesParty, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Agent Secured Party in the exact form received by such Guarantor (duly indorsed by such Guarantor to the AgentSecured Party, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Party may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured PartiesLenders, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Lenders against the Company AHI or any other Guarantor or any collateral security or guarantee guaranty or right of offset held by the Secured Parties Lenders for the payment of the Secured Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company AHI or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to of the Secured Parties by the Company on account of the Obligations are indefeasibly paid Paid in fullFull. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Secured Obligations shall not have been paid Paid in fullFull, such amount shall be held by such Guarantor in trust for the Secured PartiesLenders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Agent Lenders in the exact form received by such Guarantor (duly indorsed by such Guarantor to the AgentLenders, if requiredrequired by the Required Lenders), to be applied against the Secured Obligations, whether matured or unmeteredunmatured, in such order as a manner consistent with the Secured Parties may determineprovisions of the Facility Agreement.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the any Secured PartiesParty, no Guarantor shall be entitled to exercise its rights to be subrogated to any of the rights of the any Secured Parties Party against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the any Secured Parties Party for the payment of the Guaranteed Obligations, nor shall any Guarantor seek or be entitled to seek any indemnity, exoneration, participation, contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Discharge of Secured Parties by the Company on account of the Obligations are indefeasibly paid in fullshall have occurred. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all prior to the Discharge of the Obligations shall not have been paid in fullSecured Obligations, such amount shall be held by such Guarantor in trust for the Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Collateral Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Collateral Agent, if required), to be applied against the ObligationsGuaranteed Obligations in accordance with Section 5(c) of the Swap Intercreditor Agreement (or, whether matured or unmeteredif the Swap Intercreditor Agreement has terminated in accordance with its terms, in such order as Section 10.02(c) of the Secured Parties may determineCredit Agreement).

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured Partiesany Agent or any Lender, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties any Agent or any Lender against the Company Borrower or any other Guarantor or any collateral security or guarantee guaranty or right of offset held by the Secured Parties any Agent or any Lender for the payment of the Secured Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to of the Secured Parties by the Company on account of the Obligations are indefeasibly paid in fullfull and the Commitments are terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Secured Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured PartiesAgents and Lenders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the applicable Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the applicable Agent, if required), to be applied against the Secured Obligations, whether matured or unmeteredunmatured, in such order as accordance with the Secured Parties may determineterms of this Agreement.

No Subrogation. Notwithstanding any payment made by any Loan Guarantor hereunder or any set-off or application of funds of any Loan Guarantor by the Secured PartiesAgent or any Lender, no Loan Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Agent or any Lender against the Company Borrower or any other Loan Guarantor or any collateral security or guarantee guaranty or right of offset held by the Secured Parties Agent or any Lender for the payment of the Loan Guarantor Obligations, nor shall any Loan Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Loan Guarantor in respect of payments made by such Loan Guarantor hereunder, until all amounts owing to the Secured Parties by the Company on account of the Obligations are indefeasibly paid Paid in fullFull and the Commitment is terminated. If any amount shall be paid to any Loan Guarantor on account of such subrogation rights at any time when all of the Secured Obligations shall not have been paid Paid in fullFull, such amount shall be held by such Loan Guarantor in trust for the Secured PartiesAgent and Lenders, segregated from other funds of such Loan Guarantor, and shall, forthwith upon receipt by such Loan Guarantor, be turned over to the Agent in the exact form received by such Loan Guarantor (duly indorsed by such Guarantor to the AgentLoan Guarantor, if required), to be applied against the Loan Guarantor Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Agent may determine.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor of the Guarantors hereunder or any set-off or appropriation or application of funds of any Guarantor of the Guarantors by the any Secured PartiesParty, no Guarantor shall be entitled to be subrogated to any of the rights of the Administrative Agent or any other Secured Parties Party against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the any Secured Parties Party for the payment of the ObligationsObligations until Payment in Full, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, hereunder until all amounts owing to the Secured Parties by the Company on account of the Obligations are indefeasibly paid Payment in fullFull. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid prior to Payment in fullFull, such amount shall be held by such Guarantor in trust for the Administrative Agent and the other Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as accordance with Section 11 of the Secured Parties may determineCredit Agreement.

No Subrogation. Notwithstanding any payment or payments made by any the Guarantor hereunder or any set-off or application of funds of any the Guarantor by the Secured PartiesAdministrative Agent or any Bank, no the Guarantor shall not be entitled to be subrogated to any of the rights of the Secured Parties against the Company Administrative Agent or any other Guarantor Bank against either Borrower or against any collateral security or guarantee or right of offset held by the Secured Parties Administrative Agent or any Bank for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor either Borrower in respect of payments made by such the Guarantor hereunder, until all amounts owing to the Secured Parties Administrative Agent and each Bank by the Company Borrowers for or on account of the Obligations are indefeasibly paid in full, no Letters of Credit are outstanding and the Commitments are terminated. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations obligations shall not have been paid in full, such amount shall be held by such the Guarantor in trust for the Secured PartiesBanks, segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such the Guarantor, be turned over to the Administrative Agent in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured PartiesBuyer pursuant to any Principal Agreement, no Guarantor shall not be entitled to be subrogated to any of the rights of the Secured Parties Buyer against the Company Seller or any other Guarantor guarantor or any collateral security or guarantee or right of offset set-off held by the Secured Parties Buyer for the payment of the Guaranteed Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Seller or any other Guarantor guarantor in respect of payments of the Guaranteed Obligations made by such Guarantor hereunder, until all amounts owing to the Secured Parties Buyer by the Company Seller on account of the Guaranteed Obligations are indefeasibly paid in fullfull and the Agreement is terminated. If any amount payment of the Guaranteed Obligations shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Guaranteed Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, Buyer to be turned over to the Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Agent, if required), applied against the Guaranteed Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Buyer may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured Partiesany Guaranteed Party, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties any Guaranteed Party against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Secured Parties any Guaranteed Party for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Guaranteed Parties by the Company Borrower on account of the Obligations are indefeasibly paid in fullfull and the Commitments have been terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured Guaranteed Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Agent Lender in the exact form received by such Guarantor (duly indorsed by such Guarantor to the AgentLender, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as specified in the Secured Parties may determineSecurity Agreement.

No Subrogation. Notwithstanding any payment made by any Guarantor Holdings hereunder or any set-off or application of funds of Holdings by any Guarantor by of the Secured PartiesAgents or Lenders, no Guarantor Holdings not shall be entitled to be subrogated to any of the rights of any of the Secured Parties Agents or Lenders against the Company or any other Guarantor Credit Parties or any collateral security or guarantee or right of offset held by any of the Secured Parties Agents or Lenders for the payment of all or any portion of the Guaranteed Obligations, nor shall any Guarantor Holdings seek or be entitled to seek any contribution or reimbursement from any of the Company or any other Guarantor Credit Parties in respect of payments made by such Guarantor Holdings hereunder, until all amounts owing to the Secured Parties Agents and the Lenders by the Company other Credit Parties on account of the Guaranteed Obligations are indefeasibly paid in full, no Letter of Credit shall be outstanding and the Commitments are terminated. If any amount shall be paid to any Guarantor Holdings on account of such subrogation rights at any time when all of the Guaranteed Obligations shall not have been paid in full, such amount shall be held by such Guarantor Holdings in trust for the Secured PartiesAgents and the Lenders, segregated from other funds of such Guarantor, Holdings. and shall, forthwith upon receipt by such GuarantorHoldings, be turned over to the Administrative Agent in the exact form received by such Guarantor Holdings (duly indorsed by such Guarantor Holdings to the Administrative Agent, if required), to be applied against the Guaranteed Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Required Lenders may determine.

No Subrogation. Notwithstanding any payment made or payments by any Guarantor hereunder or any set-off set‑off or application of funds of any Guarantor by the Secured Partiesany Guaranteed Party, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties any Guaranteed Party against the Company Borrower or any other Guarantor or any collateral security Person or guarantee or right of offset held by the Secured Parties for any Guaranteed Party of the payment of the Guaranteed Obligations, nor shall any Guarantor seek or be entitled to seek any reimbursement or contribution or reimbursement from the Company Borrower, any other Guarantor or any other Guarantor Person in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Guaranteed Parties by the Company Borrower on account of the Guaranteed Obligations are indefeasibly paid in fullfull in cash. If any amount shall be paid to any Guarantor on account of such the subrogation rights at any time when all of the Guaranteed Obligations shall have not have been paid in fullfull in cash, such amount shall be held by such Guarantor in trust for the Secured Guaranteed Parties, segregated from other funds of such Guarantor, and shall, forthwith immediately upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed endorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Guaranteed Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured Partiesany Guaranteed Party, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties any Guaranteed Party against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Secured Parties any Guaranteed Party for the payment of the Guaranteed Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties by the Company on account of the Guaranteed Obligations are indefeasibly paid in fullfull and the Commitments are terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Guaranteed Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured Guaranteed Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Guaranteed Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured Partiesany Guaranteed Creditor, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties any Guaranteed Creditor against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Secured Parties any Guaranteed Creditor for the payment of the ObligationsIndebtedness, nor shall any Guarantor seek or be entitled to seek any indemnity, exoneration, participation, contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties by the Company on account of the Obligations are indefeasibly paid in fullSecurity Termination. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in fullprior to Security Termination, such amount shall be held by such Guarantor in trust for the Secured Parties, segregated from other funds of such GuarantorGuaranteed Creditors, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the ObligationsIndebtedness, whether matured or unmeteredunmatured, in such order as accordance with Section 10.02(c) of the Secured Parties may determineCredit Agreement.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder hereunder, or any set-off setoff or application of funds of any Guarantor by the Secured Partiesany Lender, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Administrative Agent or any Lender against the Company Borrower or any other Guarantor or against any collateral security or guarantee or right of offset held by the Secured Parties Administrative Agent or any Lender for the payment of the Obligations or the Historic TW Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor Borrower in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties Administrative Agent and the Lenders by the Company Borrower on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor of the Guarantors hereunder or any set-off or application of funds of any Guarantor of the Guarantors by the Secured Partiesany Bank, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Agent or any Bank against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Secured Parties Agent or any Bank for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties Agent and the Banks by the Company Borrower on account of the Obligations are indefeasibly paid in fullfull and the Commitments are terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured PartiesAgent and the Banks, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Agent may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured PartiesLender, no Guarantor shall be entitled to be subrogated to any of the rights of the Secured Parties Lender against the Company any Borrower or any other Guarantor or any collateral security or guarantee guaranty or right of offset held by the Secured Parties Lender for the payment of the Secured Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company any Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to of the Secured Parties by the Company on account of the Obligations are indefeasibly paid Paid in fullFull, no Letter of Credit shall be outstanding and the Commitments are terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Secured Obligations shall not have been paid Paid in fullFull, such amount shall be held by such Guarantor in trust for the Secured PartiesLender, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Agent Lender in the exact form received by such Guarantor (duly 14766401\V-7 indorsed by such Guarantor to the AgentLender, if required), to be applied against the Secured Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Lender may determine.

No Subrogation. Notwithstanding any payment or payments made by any the Guarantor hereunder or any set-off or application of funds of any the Guarantor by the Secured PartiesAdministrative Agent or any Bank, no the Guarantor shall not be entitled to be subrogated to any of the rights of the Secured Parties against the Company Administrative Agent or any other Guarantor Bank against either Borrower or against any collateral security or guarantee or right of offset held by the Secured Parties Administrative Agent or any Bank for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor either Borrower in respect of payments made by such the Guarantor hereunder, until all amounts owing to the Secured Parties Administrative Agent and each Bank by the Company Borrowers for or on account of the Obligations obligations are indefeasibly paid in full, no Letters of Credit are outstanding and the Commitments are terminated. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such the Guarantor in trust for the Secured PartiesBanks, segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such the Guarantor, be turned over to the Administrative Agent in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured PartiesAdministrative Agent or any Lender, no Guarantor shall be entitled seek to be subrogated to enforce any right of subrogation in respect of any of the rights of the Secured Parties against the Company Administrative Agent or any other Lender against any Guarantor or any collateral security or guarantee or right of offset held by the Secured Parties Administrative Agent or any Lender for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties Administrative Agent and the Lenders by the Company Loan Parties on account of the Obligations are indefeasibly paid in fullfull and the Commitments are terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine. For the avoidance of doubt, nothing in the foregoing agreement by the Guarantors shall operate as a waiver of any subrogation rights.

No Subrogation. Notwithstanding any payment or payments made by any the Guarantor hereunder or any set-off or application of funds of any the Guarantor by any Lender, the Secured Parties, no Guarantor shall not be entitled to be subrogated to any of the rights of the Secured Parties Administrative Agent or any Lender against the Company or any other Guarantor Borrower or any collateral security or guarantee or right of offset held by the Secured Parties any Lender for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Secured Parties Administrative Agent and the Lenders by the Company Borrower on account of the Obligations are indefeasibly paid in fullfull and the Commitments are terminated. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmeteredunmatured, in such order as the Secured Parties Administrative Agent may determine.

No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Secured Parties, no No Guarantor shall be entitled to be subrogated to any of the rights of the Administrative Agent or any other Secured Parties Party against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Administrative Agent or any other Secured Parties Party for the payment of the Borrower Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, in each case, until all amounts owing to the Secured Parties by the Company on account Discharge of the Obligations are indefeasibly paid in fullObligations. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Borrower Obligations shall not have been paid in fullfull (other than inchoate Indemnity obligations), such amount shall be held by such Guarantor in trust for the Administrative Agent and the other Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmetered, in such order as set forth in Section 6.5 hereof irrespective of the Secured Parties may determineoccurrence or the continuance of any Event of Default.