Common use of Subrogation; Subordination Clause in Contracts

Subrogation; Subordination. Until the payment and performance in full of all Obligations, the Guarantor shall not exercise any rights against the Borrower arising as a result of payment by any Guarantor hereunder, by way of subrogation or otherwise, and will not prove any claim in competition with the Secured Party or its affiliates in respect of any payment hereunder in bankruptcy or insolvency proceedings of any nature; the Guarantor will not claim any set-off or counterclaim against the Borrower in respect of any liability of the Guarantor to the Borrower; and the Guarantor waives any benefit of and any right to participate in any collateral which may be held by the Secured Party. The payment of any amounts due with respect to any indebtedness of the Borrower now or hereafter held by the Guarantor is hereby subordinated to the prior payment in full of the Obligations. The Guarantor agrees that after the occurrence of any default in the payment or performance of the Obligations, after the expiration of any applicable cure period, it will not demand, ▇▇▇ for or otherwise attempt to collect after such time any such indebtedness of the Borrower to the Guarantor until the Obligations shall have been paid in full. If, notwithstanding the foregoing sentence, the Guarantor shall collect, enforce or receive any amounts in respect of such indebtedness, such amounts shall be collected, enforced and received by the Guarantor as trustee for the Secured Party and be paid over to the Secured Party on account of the Obligations without affecting in any manner the liability of the Guarantor under the other provisions of this Guaranty.

Subrogation; Subordination. Until Each Credit Party hereby agrees that until the payment and performance satisfaction in full in cash of all Obligations, Guaranteed Obligations and the Guarantor expiration and termination of the Commitments of the Lenders under this Agreement it shall not exercise any rights against the Borrower right or remedy arising as a result by reason of payment any performance by any Guarantor hereunderit of its guarantee in Section 6.01, whether by way of subrogation subrogation, contribution or otherwise, and will not prove against any claim in competition with the Secured Credit Party or its affiliates in respect of any payment hereunder in bankruptcy or insolvency proceedings of any nature; the Guarantor will not claim any set-off or counterclaim against the Borrower in respect of any liability of the Guarantor to Guaranteed Obligations or any security for any of the Borrower; and the Guarantor waives any benefit of and any right to participate in any collateral which may be held by the Secured PartyGuaranteed Obligations. The payment of any amounts due with respect to any indebtedness of the Borrower any Credit Party now or hereafter held owing to any Credit Party by reason of any payment by such Credit Party under the Guarantor Guarantee in this Article VI is hereby subordinated to the prior payment in full in cash of the Guaranteed Obligations. The Guarantor Upon the occurrence and during the continuance of an Event of Default, each Credit Party agrees that after the occurrence of any default in the payment or performance of the Obligations, after the expiration of any applicable cure period, it will not demand, ▇▇▇ for or otherwise attempt to collect after such time any such indebtedness of the Borrower any other Credit Party to the Guarantor such Credit Party until the Obligations shall have been paid in fullfull in cash. IfIf an Event of Default has occurred and is continuing, notwithstanding and any amounts are paid to the Credit Parties in violation of the foregoing sentence, the Guarantor shall collect, enforce or receive any amounts in respect of such indebtednesslimitation, such amounts shall be collected, enforced and received by the Guarantor such Credit Party as trustee for the Secured Party Parties and be paid over to the Secured Party Administrative Agent on account of the Guaranteed Obligations without affecting in any manner the liability of the Guarantor such Credit Party under the other provisions of this Guarantythe guaranty contained herein.

Subrogation; Subordination. Until Each Guarantor hereby agrees that until the payment and performance satisfaction in full in cash of all Obligations, Guaranteed Obligations (other than contingent indemnity obligations not then due and payable) and the Guarantor expiration or termination of the Revolving Loan Commitments of the Lenders under this Agreement it shall waive any claim and shall not exercise any rights against the Borrower right or remedy, direct or indirect, arising as a result by reason of payment any performance by any Guarantor hereunderit of its guaranty in Section 15.01, whether by way of subrogation or otherwise, and will not prove against any claim in competition with the Secured Party or its affiliates in respect Borrower of any payment hereunder in bankruptcy or insolvency proceedings of any nature; the Guarantor will not claim any set-off or counterclaim against the Borrower in respect of any liability of the Guaranteed Obligations or any security for any of the Guaranteed Obligations. Any Indebtedness of a Guarantor to the Borrower; and the Guarantor waives any benefit other Credit Party shall be subordinated in right of and any right to participate in any collateral which may be held by the Secured Party. The payment of any amounts due with respect to any indebtedness of the Borrower now or hereafter held by the Guarantor is hereby subordinated to the prior payment in full in cash of the Obligations. The Guarantor agrees that after Guaranteed Obligations and any proceeds of such Indebtedness collected or received by any Credit Party during the occurrence continuance of any default in an Event of Default shall, at the payment or performance request of the ObligationsAdministrative Agent, after the expiration of any applicable cure period, it will not demand, ▇▇▇ for or otherwise attempt to collect after such time any such indebtedness of the Borrower to the Guarantor until the Obligations shall have been paid in full. If, notwithstanding the foregoing sentence, the Guarantor shall collect, enforce or receive any amounts in respect of such indebtedness, such amounts shall be collected, enforced and received by the Guarantor as trustee for the Secured Party and be paid over to the Secured Party on account Administrative Agent for application against the Guaranteed Obligations; provided, that upon the indefeasible payment and satisfaction in full in cash of all Guaranteed Obligations (other than contingent indemnity obligations not then due and payable) and the expiration or termination of the Obligations without affecting in any manner the liability Revolving Loan Commitments of the Guarantor Lenders under this Agreement, without any further action by any Person, the other provisions respective Credit Party shall be automatically subrogated to the rights of this Guarantythe Administrative Agent and the Lenders to the extent of any payment hereunder.

Subrogation; Subordination. Until Each Credit Party hereby agrees that until the payment and performance satisfaction in full in cash of all Obligations, Guaranteed Obligations and the Guarantor expiration and termination of the Commitments of the Lenders under this Agreement it shall not exercise any rights against the Borrower right or remedy arising as a result by reason of payment any performance by any Guarantor hereunderit of its guarantee in Section 6.01, whether by way of subrogation subrogation, contribution or otherwise, and will not prove against any claim in competition with the Secured Credit Party or its affiliates in respect of any payment hereunder in bankruptcy or insolvency proceedings of any nature; the Guarantor will not claim any set-off or counterclaim against the Borrower in respect of any liability of the Guarantor to Guaranteed Obligations or any security for any of the Borrower; and the Guarantor waives any benefit of and any right to participate in any collateral which may be held by the Secured PartyGuaranteed Obligations. The payment of any amounts due with respect to any indebtedness of the Borrower any Credit Party now or hereafter held owing to any Credit Party by reason of any payment by such Credit Party under the Guarantor Guarantee in this Article VI is hereby subordinated to the prior payment Payment in full Full in cash of the Guaranteed Obligations. The Guarantor Upon the occurrence and during the continuance of an Event of Default, each Credit Party agrees that after the occurrence of any default in the payment or performance of the Obligations, after the expiration of any applicable cure period, it will not demand, ▇▇▇ for or otherwise attempt to collect after such time any such indebtedness of the Borrower any other Credit Party to the Guarantor such Credit Party until the Obligations shall have been Paid in Full in cash. If an Event of Default has occurred and is continuing, and any amounts are paid to the Credit Parties in full. If, notwithstanding violation of the foregoing sentence, the Guarantor shall collect, enforce or receive any amounts in respect of such indebtednesslimitation, such amounts shall be collected, enforced and received by the Guarantor such Credit Party as trustee for the Secured Party Parties and be paid over to the Secured Party Administrative Agent on account of the Guaranteed Obligations without affecting in any manner the liability of the Guarantor such Credit Party under the other provisions of this Guarantythe guaranty contained herein.

Subrogation; Subordination. Until Each Credit Party hereby agrees that until the payment and performance satisfaction in full in cash of all Obligations, Guaranteed Obligations and the Guarantor expiration and termination of the Commitments of the Lenders under this Agreement it shall not exercise any rights against the Borrower right or remedy arising as a result by reason of payment any performance by any Guarantor hereunderit of its guarantee in Section 6.01, whether by way of subrogation subrogation, contribution or otherwise, and will not prove against any claim in competition with the Secured Credit Party or its affiliates in respect of any payment hereunder in bankruptcy or insolvency proceedings of any nature; the Guarantor will not claim any set-off or counterclaim against the Borrower in respect of any liability of the Guarantor to Guaranteed Obligations or any security for any of the Borrower; and the Guarantor waives any benefit of and any right to participate in any collateral which may be held by the Secured PartyGuaranteed Obligations. The payment of any amounts due with respect to any indebtedness of the Borrower any Credit Party now or hereafter held owing to any Credit Party by reason of any payment by such Credit Party under the Guarantor Guarantee in this Article VI is hereby subordinated to the prior payment Payment in full Full in cash of the Guaranteed Obligations. The Guarantor Upon the occurrence and during the continuance of an Event of Default, each Credit Party agrees that after the occurrence of any default in the payment or performance of the Obligations, after the expiration of any applicable cure period, it will not demand, ▇▇▇ sue for or otherwise attempt to collect after such time any such indebtedness of the Borrower any other Credit Party to the Guarantor such Credit Party until the Obligations shall have been Paid in Full in cash. If an Event of Default has occurred and is continuing, and any amounts are paid to the Credit Parties in full. If, notwithstanding violation of the foregoing sentence, the Guarantor shall collect, enforce or receive any amounts in respect of such indebtednesslimitation, such amounts shall be collected, enforced and received by the Guarantor such Credit Party as trustee for the Secured Party Parties and be paid over to the Secured Party Administrative Agent on account of the Guaranteed Obligations without affecting in any manner the liability of the Guarantor such Credit Party under the other provisions of this Guarantythe guaranty contained herein.

Subrogation; Subordination. Until Each Credit Party hereby agrees that until the payment and performance satisfaction in full in cash of all Obligations, Guaranteed Obligations and the Guarantor expiration and termination of the Commitments --110 of the Lenders under this Agreement it shall not exercise any rights against the Borrower right or remedy arising as a result by reason of payment any performance by any Guarantor hereunderit of its guarantee in Section 6.01, whether by way of subrogation subrogation, contribution or otherwise, and will not prove against any claim in competition with the Secured Credit Party or its affiliates in respect of any payment hereunder in bankruptcy or insolvency proceedings of any nature; the Guarantor will not claim any set-off or counterclaim against the Borrower in respect of any liability of the Guarantor to Guaranteed Obligations or any security for any of the Borrower; and the Guarantor waives any benefit of and any right to participate in any collateral which may be held by the Secured PartyGuaranteed Obligations. The payment of any amounts due with respect to any indebtedness of the Borrower any Credit Party now or hereafter held owing to any Credit Party by reason of any payment by such Credit Party under the Guarantor Guarantee in this Article VI is hereby subordinated to the prior payment Payment in full Full in cash of the Guaranteed Obligations. The Guarantor Upon the occurrence and during the continuance of an Event of Default, each Credit Party agrees that after the occurrence of any default in the payment or performance of the Obligations, after the expiration of any applicable cure period, it will not demand, ▇▇▇ sue for or otherwise attempt to collect after such time any such indebtedness of the Borrower any other Credit Party to the Guarantor such Credit Party until the Obligations shall have been Paid in Full in cash. If an Event of Default has occurred and is continuing, and any amounts are paid to the Credit Parties in full. If, notwithstanding violation of the foregoing sentence, the Guarantor shall collect, enforce or receive any amounts in respect of such indebtednesslimitation, such amounts shall be collected, enforced and received by the Guarantor such Credit Party as trustee for the Secured Party Parties and be paid over to the Secured Party Administrative Agent on account of the Guaranteed Obligations without affecting in any manner the liability of the Guarantor such Credit Party under the other provisions of this Guarantythe guaranty contained herein.

Subrogation; Subordination. Until Each Credit Party hereby agrees that until the payment and performance satisfaction in full in cash of all Obligations, Guaranteed Obligations and the Guarantor expiration and termination of the Commitments of the Lenders under this Agreement it shall not exercise any rights against the Borrower right or remedy arising as a result by reason of payment any performance by any Guarantor hereunderit of its guarantee in Section 6.01, whether by way of subrogation subrogation, contribution or otherwise, and will not prove against any claim in competition with the Secured Credit Party or its affiliates in respect of any payment hereunder in bankruptcy or insolvency proceedings of any nature; the Guarantor will not claim any set-off or counterclaim against the Borrower in respect of any liability of the Guarantor to Guaranteed Obligations or any security for any of the Borrower; and the Guarantor waives any benefit of and any right to participate in any collateral which may be held by the Secured PartyGuaranteed Obligations. The payment of any amounts due with respect to any indebtedness of the Borrower any Credit Party now or hereafter held owing to any Credit Party by reason of any payment by such Credit Party under the Guarantor Guarantee in this Article VI is hereby subordinated to the prior payment in full in cash of the Guaranteed Obligations. The Guarantor Upon the occurrence and during the continuance of an Event of Default, each Credit Party agrees that after the occurrence of any default in the payment or performance of the Obligations, after the expiration of any applicable cure period, it will not demand, ▇▇▇ for or otherwise attempt to collect after such time any such indebtedness of the Borrower any other Credit Party to the Guarantor such Credit Party until the Obligations shall have been paid in fullfull in cash. IfIf an Event of Default has occurred and is continuing, notwithstanding and any amounts are paid to the Credit Parties in violation of the foregoing sentence, the Guarantor shall collect, enforce or receive any amounts in respect of such indebtednesslimitation, such amounts shall be collected, enforced and received by the Guarantor such Credit Party as trustee for the Secured Party and be paid over to the Secured Party on account of the Obligations without affecting in any manner the liability of the Guarantor under the other provisions of this Guaranty.for

Subrogation; Subordination. Until Each Credit Party hereby agrees that until the payment and performance satisfaction in full in cash of all Obligations, Guaranteed Obligations and the Guarantor expiration and termination of the Commitments of the Lenders under this Agreement it shall not exercise any rights against the Borrower right or remedy arising as a result by reason of payment any performance by any Guarantor hereunderit of its guarantee in Section 6.01, whether by way of subrogation subrogation, contribution or otherwise, and will not prove against any claim in competition with the Secured Credit Party or its affiliates in respect of any payment hereunder in bankruptcy or insolvency proceedings of any nature; the Guarantor will not claim any set-off or counterclaim against the Borrower in respect of any liability of the Guarantor to Guaranteed Obligations or any security for any of the Borrower; and the Guarantor waives any benefit of and any right to participate in any collateral which may be held by the Secured PartyGuaranteed Obligations. The payment of any amounts due with respect to any indebtedness of the Borrower any Credit Party now or hereafter held owing to any Credit Party by reason of any payment by such Credit Party under the Guarantor Guarantee in this Article VI is hereby subordinated to the prior payment in full in cash of the Guaranteed Obligations. The Guarantor Upon the occurrence and during the continuance of an Event of Default, each Credit Party agrees that after the occurrence of any default in the payment or performance of the Obligations, after the expiration of any applicable cure period, it will not demand, ▇▇▇ for or otherwise attempt to collect after such time any such indebtedness of the Borrower any other Credit Party to the Guarantor such Credit Party until the Obligations shall have been paid in fullfull in cash. IfIf an Event of Default has occurred and is continuing, notwithstanding and any amounts are paid to the Credit Parties in violation of the foregoing sentence, the Guarantor shall collect, enforce or receive any amounts in respect of such indebtednesslimitation, such amounts shall be collected, enforced and received by the Guarantor such Credit Party as trustee for the Secured Party Agents and the Lenders and be paid over to the Secured Party Administrative Agent on account of the Guaranteed Obligations without affecting in any manner the liability of the Guarantor such Credit Party under the other provisions of this Guarantythe guaranty contained herein.