Common use of Subordination; Subrogation Clause in Contracts

Subordination; Subrogation. Until the payment and performance in full of all the Obligations, the Company shall not exercise and hereby waives any rights against the Borrowing Subsidiaries as a result of payment by the Company hereunder, by way of subrogation, reimbursement, restitution, contribution or otherwise, and the Company will not prove any claim in competition with the Agent or any Bank in respect of any payment hereunder in bankruptcy, insolvency, or reorganization proceedings of any nature; the Company will not claim any set-off, recoupment or counterclaim against the Borrowing Subsidiaries in respect of any liability of the Company to the Borrowing Subsidiaries; and the Company waives any benefit of and any right to participate in any collateral which may be held by any Bank or the Agent. The Company agrees that, after the occurrence and during the continuance of any default in the payment or performance of any of the Obligations, the Company will not demand, sue ▇▇▇ or otherwise attempt to collect any Indebtedness of the Borrowing Subsidiaries to the Company until all of the Obligations of the Borrowing Subsidiaries shall have been paid in full. If, notwithstanding the foregoing sentence, the Company shall collect, enforce or receive any amounts in respect of such indebtedness in violation of the foregoing sentence while any Obligations of the Borrowing Subsidiary are still outstanding, such amounts shall be collected, enforced and received by the Company for the benefit of the Banks and the Agent (and shall be for the Banks' and the Agent's account and not the Company's account) and be paid over to the Agent, for the benefit of the Banks and the Agent on account of the Obligations of the Borrowing Subsidiaries without affecting in any manner the liability of the Company under the other provisions hereof. The provisions of this section shall survive the expiration or termination of the Credit Agreement and the other Loan Documents.

Subordination; Subrogation. Until the payment and performance in full of all the Obligations, neither the Company nor any UK Borrower shall not exercise and hereby waives any rights against the Borrowing Subsidiaries any Borrower as a result of payment by the Company or any UK Borrower, as the case may be, hereunder, by way of subrogation, reimbursement, restitution, contribution or otherwise, and the Company or any UK Borrower, as the case may be, will not prove any claim in competition with the Agent or any Bank in respect of any payment hereunder in bankruptcy, insolvency, insolvency or reorganization proceedings of any nature; the Company or any UK Borrower, as the case may be, will not claim any set-off, recoupment or counterclaim against the Borrowing Subsidiaries Borrowers in respect of any liability of the Company or such UK Borrower to the Borrowing Subsidiariessuch Borrower; and the Company and each UK Borrower waives any benefit of and any right to participate in any collateral which may be held by the Agent and any Bank or the AgentBank. The payment of any amounts due with respect to any Indebtedness of the Borrowers now or hereafter held by the Company or any UK Borrower, as the case may be, is hereby subordinated to the prior payment in full of the Guaranteed Obligations or Subsidiary Guaranteed Obligations, as the case may be. Each of the Company and each UK Borrower agrees that, that after the occurrence and during the continuance of any default in the payment or performance of any of the Guaranteed Obligations or Subsidiary Guaranteed Obligations, as the case may be, the Company or such UK Borrower, as the case may be, will not demand, sue ▇▇▇ for, or otherwise attempt to collect any such Indebtedness of any of the Borrowing Subsidiaries Borrowers to the Company or such UK Borrower, as the case may be, until all of the Guaranteed Obligations of or Subsidiary Guaranteed Obligations, as the Borrowing Subsidiaries case may be, then due shall have been paid in full. If, notwithstanding the foregoing sentence, the Company or any UK Borrower, as the case may be, shall collect, enforce collect or receive any amounts in respect of such indebtedness in violation of the foregoing sentence while any Obligations of the Borrowing Subsidiary are still outstandingindebtedness, such amounts shall be collected, enforced collected and received by the Company or such UK Borrower, as the case may be, as trustee for the benefit of Agent and the Banks and the Agent (and shall be for the Banks' and the Agent's account and not the Company's account) and be paid over to the Agent, Agent for the benefit respective accounts of the Banks Agent and the Agent Banks on account of the Guaranteed Obligations of or Subsidiary Guaranteed Obligations, as the Borrowing Subsidiaries case may be, without affecting in any manner the liability of the Company or any UK Borrower under the other provisions hereofof this ss.8. The provisions of this section shall survive the expiration or termination of the Credit Agreement and the other Loan DocumentsDocuments and the provisions of this section shall be supplemental to and not in derogation of any rights and remedies of the Agent or any Bank under any separate subordination agreement which the Agent or any Bank may at any time and from time to time entered into with the Company or any UK Borrower for the benefit of the Agent or any Bank.

Subordination; Subrogation. Until the payment and performance Except as otherwise specifically provided in full of all the Obligationsthis Agreement, the Company Subordinated Creditor shall not exercise and hereby waives any rights against the Borrowing Subsidiaries as a result of payment by the Company hereunderask, by way of subrogation, reimbursement, restitution, contribution or otherwise, and the Company will not prove any claim in competition with the Agent or any Bank in respect of any payment hereunder in bankruptcy, insolvency, or reorganization proceedings of any nature; the Company will not claim any set-off, recoupment or counterclaim against the Borrowing Subsidiaries in respect of any liability of the Company to the Borrowing Subsidiaries; and the Company waives any benefit of and any right to participate in any collateral which may be held by any Bank or the Agent. The Company agrees that, after the occurrence and during the continuance of any default in the payment or performance of any of the Obligations, the Company will not demand, sue ▇▇▇ ▇, take or receive from any of Holdings, the Borrower and any of their respective Subsidiaries (collectively, the "Debtors"), by setoff or in any other manner, all or any part of any Indebtedness which may now or hereafter be owing or otherwise attempt payable by any Debtor or any successor of any Debtor, including, without limitation, a receiver, trustee or debtor-in-possession (the term "Debtor" hereinafter including, with respect to collect any Debtor, any such successor of such Debtor) to the Subordinated Creditor(whether such Indebtedness consists of principal or interest, absolute or contingent) (all such liabilities and obligations being referred to in this Agreement collectively as the "Subordinated Obligations"), including, without limitation, the taking of any negotiable instruments evidencing the Subordinated Obligations, unless and until all obligations, liabilities and indebtedness of such Debtor to the Lender Parties arising under any Loan Document and whether now existing or hereafter arising, or acquired outright, conditionally or as collateral security from another Person by the Lender Parties (all such obligations, indebtedness and liabilities of such Debtor to the Lender Parties being referred to in this Agreement collectively as the "Obligations"), shall have been fully and indefeasibly paid and satisfied and all financing arrangements between such Debtor and the Lender Parties have been terminated. Notwithstanding any right of the Borrowing Subsidiaries Subordinated Creditor to ask, demand, sue ▇▇▇, take or receive any payment with respect to the Company Subordinated Obligations of any Debtor, all Liens of the Subordinated Creditor, whether now existing or hereafter arising, on any assets of any Debtor or on any assets securing the Obligations are hereby subordinated in all respects to all Liens and other rights and interests of the Lender Parties in those assets, and the Subordinated Creditor shall have no right to possession of any such asset or to foreclose upon any such asset, whether by judicial action or otherwise, unless and until all of the Obligations have been fully and indefeasibly paid and satisfied and all financing arrangements between such Debtor and the Lender Parties have been terminated. The Subordinated Creditor agrees that, regardless of whether the Obligations of any Debtor are secured or unsecured, the Lender Parties shall be subrogated to the rights of the Borrowing Subsidiaries shall have been paid in full. If, notwithstanding Subordinated Creditor with respect to the foregoing sentence, the Company shall collect, enforce or receive any amounts in respect of Subordinated Creditor's claims against such indebtedness in violation of the foregoing sentence while any Obligations of the Borrowing Subsidiary are still outstanding, such amounts shall be collected, enforced and received by the Company for the benefit of the Banks Debtor and the Agent (and shall be for the Banks' Subordinated Creditor's Liens, if any, in such Debtor's assets and the Agent's account and not the Company's account) and be paid over to the Agent, for the benefit of the Banks and the Agent on account proceeds thereof until all of the Obligations of the Borrowing Subsidiaries without affecting in any manner the liability of the Company under the other provisions hereof. The provisions of this section shall survive the expiration or termination of the Credit Agreement have been fully and indefeasibly paid and satisfied and all financing arrangements between such Debtor and the other Loan DocumentsLender Parties have been terminated.

Subordination; Subrogation. Until the termination of the Commitments and final payment and performance in full in cash of all of the Obligations, none of the Company Guarantors nor the Australian Borrower shall not exercise and hereby waives any rights against the Borrowing Subsidiaries any Borrower as a result of payment by any Guarantor or the Company Australian Borrower, as the case may be, hereunder, by way of subrogation, reimbursement, restitution, contribution or otherwise, and any Guarantor or the Company Australian Borrower, as the case may be, will not prove any claim in competition with the Agent any Agent, any Issuing Bank or any Bank Lender in respect of any payment hereunder in bankruptcy, insolvency, insolvency or reorganization proceedings of any nature; any Guarantor or the Company Australian Borrower, as the case may be, will not claim any set-off, recoupment or counterclaim against the Borrowing Subsidiaries any Borrower in respect of any liability of such Guarantor or the Company Australian Borrower to the Borrowing Subsidiariessuch Borrower; and each Guarantor and the Company Australian Borrower waives any benefit of and any right to participate in any collateral which may be held by any Agent, any Issuing Bank and any Lender. The payment of any amounts due with respect to any Indebtedness of any Borrower now or hereafter held by any Guarantor or the AgentAustralian Borrower, as the case may be, is hereby subordinated to the prior payment in full of the Guaranteed Obligations or the UK Guaranteed Obligations, as the case may be. The Company Each Guarantor and the Australian Borrower agrees that, that after the occurrence and during the continuance of any default in the payment or performance of any of the Guaranteed Obligations or the UK Guaranteed Obligations, as the Company case may be, such Guarantor or the Australian Borrower, as the case may be, will not demand, sue ▇▇▇ for, or otherwise attempt to collect any such Indebtedness of the Borrowing Subsidiaries to the Company until all any of the Borrowers to such Guarantor or such Australian Borrower, as the case may be, until the Guaranteed Obligations of or the Borrowing Subsidiaries UK Guaranteed Obligations, as the case may be, then due shall have been paid in fullfull in cash. If, notwithstanding the foregoing sentence, any Guarantor or the Company Australian Borrower, as the case may be, shall collect, enforce collect or receive any amounts in respect of such indebtedness in violation of the foregoing sentence while any Obligations of the Borrowing Subsidiary are still outstandingindebtedness, such amounts shall be collected, enforced collected and received by such Guarantor or the Company Australian Borrower, as the case may be, as trustee for the benefit of the Banks Agents, any Issuing Bank and the Agent (and shall be for the Banks' and the Agent's account and not the Company's account) Lenders and be paid over to the Agent, Administrative Agent for the benefit respective accounts of the Agents, the Issuing Banks and the Agent Lenders on account of the Guaranteed Obligations of or the Borrowing Subsidiaries UK Guaranteed Obligations, as the case may be, without affecting in any manner the liability of any Guarantor or the Company Australian Borrower under the other provisions hereofof this Section 6. The provisions of this section shall survive the expiration or termination of the Credit Agreement and the other Loan DocumentsDocuments and the provisions of this section shall be supplemental to and not in derogation of any rights and remedies of any Agent, any Issuing Bank or any Lender under any separate subordination agreement which any Agent, any Issuing Bank or any Lender may at any time and from time to time entered into with any Guarantor or the Australian Borrower for the benefit of any Agent, any Issuing Bank or any Lender.

Subordination; Subrogation. Until Except as otherwise specifically provided in this Agreement, the payment Subordinated Creditor shall not ask, demand, sue for, take or receive from any of Holdings, any Borrower or any of ▇▇eir respective Subsidiaries (collectively, the "Debtors"), by setoff or in any other manner, all or any part of any Indebtedness which may now or hereafter be owing or otherwise payable by any Debtor or any successor of any Debtor, including, without limitation, a receiver, trustee or debtor-in-possession (the term "Debtor" hereinafter including, with respect to any Debtor, any such successor of such Debtor) to the Subordinated Creditor (whether such Indebtedness consists of principal or interest, absolute or contingent) (all such liabilities and performance obligations being referred to in full this Agreement collectively as the "Subordinated Obligations"), including, without limitation, the taking of all any negotiable instruments evidencing the Subordinated Obligations, unless and until all obligations, liabilities and indebtedness of such Debtor to the Company shall not exercise and hereby waives Lender Parties arising under any rights against the Borrowing Subsidiaries as a result of payment Loan Document (including, without limitation, under any interest rate hedge or foreign currency hedge entered into by the Company hereunder, by way of subrogation, reimbursement, restitution, contribution or otherwise, and the Company will not prove any claim in competition with the Administrative Agent or any Bank in respect of any payment hereunder in bankruptcy, insolvencyconnection therewith) and whether now existing or hereafter arising, or reorganization proceedings acquired outright, conditionally or as collateral security from another Person by the Lender Parties (all such obligations, indebtedness and liabilities of such Debtor to the Lender Parties being referred to in this Agreement collectively as the "Obligations"), shall have been fully and indefeasibly paid and satisfied and all financing arrangements between such Debtor and the Lender Parties have been terminated. Notwithstanding any nature; the Company will not claim any set-off, recoupment or counterclaim against the Borrowing Subsidiaries in respect of any liability right of the Company Subordinated Creditor to the Borrowing Subsidiaries; and the Company waives any benefit of and any right to participate in any collateral which may be held by any Bank or the Agent. The Company agrees thatask, after the occurrence and during the continuance of any default in the payment or performance of any of the Obligations, the Company will not demand, sue for, take or receive any payment with respect to the Subordinated ▇▇▇ or otherwise attempt to collect ligations of any Indebtedness Debtor, all Liens of the Borrowing Subsidiaries Subordinated Creditor, whether now existing or hereafter arising, on any assets of any Debtor or on any assets securing the Obligations are hereby subordinated in all respects to all Liens and other rights and interests of the Company Lender Parties in those assets, and the Subordinated Creditor shall have no right to possession of any such asset or to foreclose upon any such asset, whether by judicial action or otherwise, unless and until all of the Obligations have been fully and indefeasibly paid and satisfied and all financing arrangements between such Debtor and the Lender Parties have been terminated. The Subordinated Creditor agrees that, regardless of whether the Obligations of any Debtor are secured or unsecured, the Lender Parties shall be subrogated to the rights of the Borrowing Subsidiaries shall have been paid in full. If, notwithstanding Subordinated Creditor with respect to the foregoing sentence, the Company shall collect, enforce or receive any amounts in respect of Subordinated Creditor's claims against such indebtedness in violation of the foregoing sentence while any Obligations of the Borrowing Subsidiary are still outstanding, such amounts shall be collected, enforced and received by the Company for the benefit of the Banks Debtor and the Agent (and shall be for the Banks' Subordinated Creditor's Liens, if any, in such Debtor's assets and the Agent's account and not the Company's account) and be paid over to the Agent, for the benefit of the Banks and the Agent on account proceeds thereof until all of the Obligations of the Borrowing Subsidiaries without affecting in any manner the liability of the Company under the other provisions hereof. The provisions of this section shall survive the expiration or termination of the Credit Agreement have been fully and indefeasibly paid and satisfied and all financing arrangements between such Debtor and the other Loan DocumentsLender Parties have been terminated.

Subordination; Subrogation. Until the termination of the Commitments and final payment and performance in full in cash of all of the Obligations, none of the Company Guarantors, the Australian Borrower nor the UK Borrower shall not exercise and hereby waives any rights against the Borrowing Subsidiaries any Borrower as a result of payment by any Guarantor, the Company Australian Borrower or the UK Borrower, as the case may be, hereunder, by way of subrogation, reimbursement, restitution, contribution or otherwise, and any Guarantor, the Company Australian Borrower or the UK Borrower, as the case may be, will not prove any claim in competition with any Agent, the Agent Issuing Bank or any Bank Lender in respect of any payment hereunder in bankruptcy, insolvency, insolvency or reorganization proceedings of any nature; any Guarantor, the Company Australian Borrower or the UK Borrower, as the case may be, will not claim any set-off, recoupment or counterclaim against the Borrowing Subsidiaries any Borrower in respect of any liability of such Guarantor, the Company Australian Borrower or the UK Borrower to the Borrowing Subsidiariessuch Borrower; and each Guarantor, the Company Australian Borrower and the UK Borrower waives any benefit of and any right to participate in any collateral which may be held by any Agent, the Issuing Bank and any Lender. The payment of any amounts due with respect to any Indebtedness of any Borrower now or hereafter held by any Guarantor, the Australian Borrower or the AgentUK Borrower, as the case may be, is hereby subordinated to the prior payment in full of the Guaranteed Obligations, the UK Guaranteed Obligations or Australian Guaranteed Obligations, as the case may be. The Company Each Guarantor, the Australian Borrower and the UK Borrower agrees that, that after the occurrence and during the continuance of any default in the payment or performance of any of the Guaranteed Obligations, the Company UK Guaranteed Obligations or the Australian Guaranteed Obligations, as the case may be, such Guarantor, the Australian Borrower or the UK Borrower, as the case may be, will not demand, sue ▇▇▇ for, or otherwise attempt to collect any such Indebtedness of an▇ ▇f the Borrowing Subsidiaries Borrowers to such Guarantor, the Company Australian Borrower or such UK Borrower, as the case may be, until all of the Guaranteed Obligations, the UK Guaranteed Obligations of or Australian Guaranteed Obligations, as the Borrowing Subsidiaries case may be, then due shall have been paid in fullfull in cash. If, notwithstanding the foregoing sentence, any Guarantor, the Company Australian Borrower or the UK Borrower, as the case may be, shall collect, enforce collect or receive any amounts in respect of such indebtedness in violation of the foregoing sentence while any Obligations of the Borrowing Subsidiary are still outstandingindebtedness, such amounts shall be collected, enforced collected and received by such Guarantor, the Company Australian Borrower or the UK Borrower, as the case may be, as trustee for the benefit of Agents, the Banks Issuing Bank and the Agent (and shall be for the Banks' and the Agent's account and not the Company's account) Lenders and be paid over to the Agent, Administrative Agent for the benefit respective accounts of the Banks Agents, the Issuing Bank and the Agent Lenders on account of the Guaranteed Obligations, the UK Guaranteed Obligations of or the Borrowing Subsidiaries Australian Guaranteed Obligations, as the case may be, without affecting in any manner the liability of any Guarantor, the Company Australian Borrower or the UK Borrower under the other provisions hereofof this ss. 6. The provisions of this section shall survive the expiration or termination of the Credit Agreement and the other Loan DocumentsDocuments and the provisions of this section shall be supplemental to and not in derogation of any rights and remedies of any Agent, the Issuing Bank or any Lender under any separate subordination agreement which any Agent, the Issuing Bank or any Lender may at any time and from time to time entered into with any Guarantor, the Australian Borrower or the UK Borrower for the benefit of any Agent, the Issuing Bank or any Lender.

Subordination; Subrogation. Until the termination of the Commitments and final payment and performance in full in cash of all of the Obligations, none of the Company Guarantors shall not exercise and hereby waives any rights against the Borrowing Subsidiaries Borrower as a result of payment by the Company any Guarantor hereunder, by way of subrogation, reimbursement, restitution, contribution or otherwise, and the Company any Guarantor will not prove any claim in competition with the any Agent or any Bank Lender in respect of any payment hereunder in bankruptcy, insolvency, insolvency or reorganization proceedings of any nature; the Company any Guarantor will not claim any set-off, recoupment or counterclaim against the Borrowing Subsidiaries Borrower in respect of any liability of the Company to the Borrowing Subsidiariessuch Guarantor; and the Company each Guarantor waives any benefit of and any right to participate in any collateral which may be held by any Bank Agent or the Agentany Lender. The Company payment of any amounts due with respect to any Indebtedness of the Borrower now or hereafter held by any Guarantor is hereby subordinated to the prior payment in full of the Guaranteed Obligations. Each Guarantor agrees that, that after the occurrence and during the continuance of any default in the payment or performance of any of the Obligations, the Company Guaranteed Obligations such Guarantor will not demand, sue ▇s▇▇ for, or otherwise attempt to collect any such Indebtedness of the Borrowing Subsidiaries Borrower to such Guarantor until the Company until all of the Guaranteed Obligations of the Borrowing Subsidiaries then due shall have been paid in fullfull in cash. If, notwithstanding the foregoing sentence, the Company any Guarantor shall collect, enforce collect or receive any amounts in respect of such indebtedness in violation of the foregoing sentence while any Obligations of the Borrowing Subsidiary are still outstandingindebtedness, such amounts shall be collected, enforced collected and received by the Company such Guarantor as trustee for the benefit of the Banks Agents and the Agent (and shall be for the Banks' and the Agent's account and not the Company's account) Lenders and be paid over to the Agent, Administrative Agent for the benefit respective accounts of the Banks Agents and the Agent Lenders on account of the Guaranteed Obligations of the Borrowing Subsidiaries without affecting in any manner the liability of the Company any Guarantor under the other provisions hereofof this Section 5. The provisions of this section Section 5 shall survive the expiration or termination of the Credit Agreement and the other Loan DocumentsDocuments and the provisions of this Section 5 shall be supplemental to and not in derogation of any rights and remedies of any Agent or any Lender under any separate subordination agreement which any Agent or any Lender may at any time and from time to time entered into with any Guarantor for the benefit of any Agent or any Lender.

Subordination; Subrogation. Until the termination of the Commitments and final payment and performance in full in cash of all of the Obligations, none of the Company Guarantors shall not exercise and hereby waives any rights against the Borrowing Subsidiaries Borrower as a result of payment by the Company any Guarantor hereunder, by way of subrogation, reimbursement, restitution, contribution or otherwise, and the Company any Guarantor will not prove any claim in competition with the any Agent or any Bank Lender in respect of any payment hereunder in bankruptcy, insolvency, insolvency or reorganization proceedings of any nature; the Company any Guarantor will not claim any set-off, recoupment or counterclaim against the Borrowing Subsidiaries Borrower in respect of any liability of the Company to the Borrowing Subsidiariessuch Guarantor; and the Company each Guarantor waives any benefit of and any right to participate in any collateral which may be held by any Bank Agent or the Agentany Lender. The Company payment of any amounts due with respect to any Indebtedness of the Borrower now or hereafter held by any Guarantor is hereby subordinated to the prior payment in full of the Guaranteed Obligations. Each Guarantor agrees that, that after the occurrence and during the continuance of any default in the payment or performance of any of the Obligations, the Company Guaranteed Obligations such Guarantor will not demand, sue ▇▇▇ for, or otherwise attempt to collect any such Indebtedness of the Borrowing Subsidiaries Borrower to such Guarantor until the Company until all of the Guaranteed Obligations of the Borrowing Subsidiaries then due shall have been paid in fullfull in cash. If, notwithstanding the foregoing sentence, the Company any Guarantor shall collect, enforce collect or receive any amounts in respect of such indebtedness in violation of the foregoing sentence while any Obligations of the Borrowing Subsidiary are still outstandingindebtedness, such amounts shall be collected, enforced collected and received by the Company such Guarantor as trustee for the benefit of the Banks Agents and the Agent (and shall be for the Banks' and the Agent's account and not the Company's account) Lenders and be paid over to the Agent, Administrative Agent for the benefit respective accounts of the Banks Agents and the Agent Lenders on account of the Guaranteed Obligations of the Borrowing Subsidiaries without affecting in any manner the liability of the Company any Guarantor under the other provisions hereofof this Section 5. The provisions of this section Section 5 shall survive the expiration or termination of the Credit Agreement and the other Loan DocumentsDocuments and the provisions of this Section 5 shall be supplemental to and not in derogation of any rights and remedies of any Agent or any Lender under any separate subordination agreement which any Agent or any Lender may at any time and from time to time entered into with any Guarantor for the benefit of any Agent or any Lender.

Subordination; Subrogation. Until the termination of the Commitments , the Last Out Revolving Commitments and final payment and performance in full in cash of all of the Obligations, none of the Company Guarantors nor the Australian Borrower shall not exercise and hereby waives any rights against the Borrowing Subsidiaries any Borrower as a result of payment by any Guarantor or the Company Australian Borrower, as the case may be, hereunder, by way of subrogation, reimbursement, restitution, contribution or otherwise, and any Guarantor or the Company Australian Borrower, as the case may be, will not prove any claim in competition with the Agent any Agent, any Issuing Bank or any Bank Lender in respect of any payment hereunder in bankruptcy, insolvency, insolvency or reorganization proceedings of any nature; any Guarantor or the Company Australian Borrower, as the case may be, will not claim any set-off, recoupment or counterclaim against the Borrowing Subsidiaries any Borrower in respect of any liability of such Guarantor or the Company Australian Borrower to the Borrowing Subsidiariessuch Borrower; and each Guarantor and the Company Australian Borrower waives any benefit of and any right to participate in any collateral which may be held by any Agent, any Issuing Bank and any Lender. The payment of any amounts due with respect to any Indebtedness of any Borrower now or hereafter held by any Guarantor or the AgentAustralian Borrower, as the case may be, is hereby subordinated to the prior payment in full of the Guaranteed Obligations or the European Guaranteed Obligations, as the case may be. The Company Each Guarantor and the Australian Borrower agrees that, that after the occurrence and during the continuance of any default in the payment or performance of any of the Guaranteed Obligations or the European Guaranteed Obligations, as the Company case may be, such Guarantor or the Australian Borrower, as the case may be, will not demand, sue ▇▇▇ for, or otherwise attempt to collect any such Indebtedness of the Borrowing Subsidiaries to the Company until all any of the Borrowers to such Guarantor or such Australian Borrower, as the case may be, until the Guaranteed Obligations of or the Borrowing Subsidiaries European Guaranteed Obligations, as the case may be, then due shall have been paid in fullfull in cash. If, notwithstanding the foregoing sentence, any Guarantor or the Company Australian Borrower, as the case may be, shall collect, enforce collect or receive any amounts in respect of such indebtedness in violation of the foregoing sentence while any Obligations of the Borrowing Subsidiary are still outstandingindebtedness, such amounts shall be collected, enforced collected and received by such Guarantor or the Company Australian Borrower, as the case may be, as trustee for the benefit of the Banks Agents, any Issuing Bank and the Agent (and shall be for the Banks' and the Agent's account and not the Company's account) Lenders and be paid over to the Agent, Administrative Agent for the benefit respective accounts of the Agents, the Issuing Banks and the Agent Lenders on account of the Guaranteed Obligations of or the Borrowing Subsidiaries European Guaranteed Obligations, as the case may be, without affecting in any manner the liability of any Guarantor or the Company Australian Borrower under the other provisions hereofof this Section 6. The provisions of this section shall survive the expiration or termination of the Credit Agreement and the other Loan DocumentsDocuments and the provisions of this section shall be supplemental to and not in derogation of any rights and remedies of any Agent, any Issuing Bank or any Lender under any separate subordination agreement which any Agent, any Issuing Bank or any Lender may at any time and from time to time entered into with any Guarantor or the Australian Borrower for the benefit of any Agent, any Issuing Bank or any Lender.