Common use of Abstract Acknowledgment of Indebtedness and Joint Creditorship Clause in Contracts

Abstract Acknowledgment of Indebtedness and Joint Creditorship. (a) Notwithstanding any other provision of this Agreement, each Loan Party hereby irrevocably and unconditionally agrees and covenants with the Collateral Agent by way of an abstract acknowledgment of indebtedness (abstraktes Schuldversprechen) that it owes to the Collateral Agent as creditor in its own right and not as a representative of the other Secured Parties, sums equal to, and in the currency of, each amount payable by such Loan Party to each of the Secured Parties under each of the Loan Documents relating to any Secured Obligations, as and when that amount falls due for payment under the relevant Secured Debt Agreement or would have fallen due but for any discharge resulting from failure of another Secured Party to take appropriate steps, in insolvency proceedings affecting such Loan Party, to preserve its entitlement to be paid that amount. (b) Each Loan Party undertakes to pay to the Collateral Agent upon first written demand the amount payable by such Loan Party to each of the Secured Parties under each of the Secured Debt Agreements as such amount has become due and payable. (c) The Collateral Agent has the independent right to demand and receive full or partial payment of the amounts payable by each Loan Party under this Section 11.21, irrespective of any discharge of such Loan Party’s obligation to pay those amounts to the other Secured Parties resulting from failure by them to take appropriate steps, in insolvency proceedings affecting such Loan Party, to preserve their entitlement to be paid those amounts. (d) Any amount due and payable by a Loan Party to the Collateral Agent under this Section 11.21 shall be decreased to the extent that the other Secured Parties have received (and are able to retain) payment in full of the corresponding amount under the other provisions of the Secured Debt Agreements and any amount due and payable by a Loan Party to the other Secured Parties under those provisions shall be decreased to the extent that the Collateral Agent has received (and is able to retain) payment in full of the corresponding amount under this Section 11.21; provided that no Loan Party may consider its obligations towards a Secured Party to be so discharged by virtue of any set-off, counterclaim or similar defense that it may invoke vis-à-vis the Collateral Agent. (e) The rights of the Secured Parties (other than the Collateral Agent) to receive payment of amounts payable by each Loan Party under the Secured Debt Agreements are several and are separate and independent from, and without prejudice to, the rights of the Collateral Agent to receive payment under this Section 11.21. (f) In addition, but without prejudice to the foregoing, the Collateral Agent shall be the joint creditor (together with the relevant Secured Parties) of all obligations of each Loan Party towards each of the Secured Parties under the Secured Debt Agreements.

Abstract Acknowledgment of Indebtedness and Joint Creditorship. (a) Notwithstanding any other provision of this Agreement, each Loan Party hereby irrevocably and unconditionally agrees and covenants with the Collateral Agent by way of an abstract acknowledgment of indebtedness (abstraktes Schuldversprechen) that it owes to the Collateral Agent as creditor in its own right and not as a representative of the other Secured Parties, sums equal to, and in the currency of, each amount payable by such Loan Party to each of the Secured Parties under each of the Loan Documents and Bank Product Agreements relating to any Secured Obligations, as and when that amount falls due for payment under the relevant Secured Debt Agreement or would have fallen due but for any discharge resulting from failure of another Secured Party to take appropriate steps, in insolvency proceedings affecting such Loan Party, steps to preserve its entitlement to be paid that amount. (b) Each Loan Party undertakes to pay to the Collateral Agent upon first written demand the amount payable by such Loan Party to each of the Secured Parties under each of the Secured Debt Agreements as such amount has become due and payable. (c) The Collateral Agent has the independent right to demand and receive full or partial payment of the amounts payable by each Loan Party under this Section 11.21, irrespective of any discharge of such Loan Party’s obligation to pay those amounts to the other Secured Parties resulting from failure by them to take appropriate steps, in insolvency proceedings affecting such Loan Party, steps to preserve their entitlement to be paid those amounts. (d) Any amount due and payable by a Loan Party to the Collateral Agent under this Section 11.21 shall be decreased to the extent that the other Secured Parties have received (and are able to retain) payment in full of the corresponding amount under the other provisions of the Secured Debt Agreements and any amount due and payable by a Loan Party to the other Secured Parties under those provisions shall be decreased to the extent that the Collateral Agent has received (and is able to retain) payment in full of the corresponding amount under this Section 11.21; provided that no Loan Party may consider its obligations towards a Secured Party to be so discharged by virtue of any set-off, counterclaim or similar defense that it may invoke vis-à-vis the Collateral Agent. (e) The rights of the Secured Parties (other than the Collateral Agent) to receive payment of amounts payable by each Loan Party under the Secured Debt Agreements are several and are separate and independent from, and without prejudice to, the rights of the Collateral Agent to receive payment under this Section 11.21. (f) In addition, but without prejudice to the foregoing, the Collateral Agent shall be the joint creditor (together with the relevant Secured Parties) of all obligations of each Loan Party towards each of the Secured Parties under the Secured Debt Agreements.

Abstract Acknowledgment of Indebtedness and Joint Creditorship. (a) Notwithstanding any other provision of this Agreement, each Loan Party hereby irrevocably and unconditionally agrees and covenants with the Collateral Agent by way of an abstract acknowledgment of indebtedness (abstraktes Schuldversprechen) that it 229 owes to the Collateral Agent as creditor in its own right and not as a representative of the other Secured Parties, sums equal to, and in the currency of, each amount payable by such Loan Party to each of the Secured Parties under each of the Loan Documents and Treasury Services Agreements relating to any Secured Obligations, as and when that amount falls due for payment under the relevant Secured Debt Agreement or would have fallen due but for any discharge resulting from failure of another Secured Party to take appropriate steps, in insolvency proceedings affecting such Loan Party, to preserve its entitlement to be paid that amount. (b) Each Loan Party undertakes to pay to the Collateral Agent upon first written demand the amount payable by such Loan Party to each of the Secured Parties under each of the Secured Debt Agreements as such amount has become due and payable. (c) The Collateral Agent has the independent right to demand and receive full or partial payment of the amounts payable by each Loan Party under this Section 11.21, irrespective of any discharge of such Loan Party’s obligation to pay those amounts to the other Secured Parties resulting from failure by them to take appropriate steps, in insolvency proceedings affecting such Loan Party, to preserve their entitlement to be paid those amounts. (d) Any amount due and payable by a Loan Party to the Collateral Agent under this Section 11.21 shall be decreased to the extent that the other Secured Parties have received (and are able to retain) payment in full of the corresponding amount under the other provisions of the Secured Debt Agreements and any amount due and payable by a Loan Party to the other Secured Parties under those provisions shall be decreased to the extent that the Collateral Agent has received (and is able to retain) payment in full of the corresponding amount under this Section 11.21; provided that no Loan Party may consider its obligations towards a Secured Party to be so discharged by virtue of any set-off, counterclaim or similar defense that it may invoke vis-à-vis the Collateral Agent. (e) The rights of the Secured Parties (other than the Collateral Agent) to receive payment of amounts payable by each Loan Party under the Secured Debt Agreements are several and are separate and independent from, and without prejudice to, the rights of the Collateral Agent to receive payment under this Section 11.21. (f) In addition, but without prejudice to the foregoing, the Collateral Agent shall be the joint creditor (together with the relevant Secured Parties) of all obligations of each Loan Party towards each of the Secured Parties under the Secured Debt Agreements.

Abstract Acknowledgment of Indebtedness and Joint Creditorship. (a) Notwithstanding any other provision of this Agreement, each Loan Party Intelsat Operations hereby irrevocably and unconditionally agrees and covenants with the Collateral Agent Trustee by way of an abstract acknowledgment acknowledgement of indebtedness (abstraktes Schuldversprechen) that it owes to the Collateral Agent Trustee as creditor in its own right and not as a representative of the other Secured Parties, sums equal to, and in the currency of, each amount payable by such Loan Party to each and every obligation of Intelsat Operations under this Agreement and the Secured Parties under each of other First Lien Documents and Second Lien Documents (the Loan Documents relating to any “Intelsat Operations Secured Obligations”), as and when that amount falls due for payment under payment. The Collateral Trustee shall be the relevant joint creditor (together with the Secured Debt Agreement or would have fallen due but for any discharge resulting from failure Parties) of another all obligations of Intelsat Operations towards each of the Secured Party to take appropriate steps, Parties in insolvency proceedings affecting such Loan Party, to preserve its entitlement to be paid that amountrespect of the Intelsat Operations Secured Obligations. (b) Each Loan Party Intelsat Operations undertakes to pay to the Collateral Agent Trustee upon first written demand after the amount payable by such Loan Party Intelsat Operations to each of the Secured Parties under each of with respect to the Intelsat Operations Secured Debt Agreements as such amount Obligations has become due and payable. (c) The Collateral Agent Trustee has the independent right to demand and receive full or partial payment of the amounts payable by each Loan Party Intelsat Operations under this Section 11.218.22, irrespective of any discharge of such Loan Party’s Intelsat Operations obligation to pay those amounts to the other Secured Parties resulting from failure by them to take appropriate steps, in insolvency proceedings affecting such Loan PartyIntelsat Operations, to preserve their entitlement to be paid those amounts. (d) Any amount due and payable by a Loan Party Intelsat Operations to the Collateral Agent Trustee under this Section 11.21 8.22 shall be decreased to the extent that the other Secured Parties have received (and are able to retain) payment in full of the corresponding amount under the other provisions in respect of the Intelsat Operations Secured Debt Agreements Obligations and any amount due and payable by a Loan Party Intelsat Operations to the other Secured Parties under those provisions shall be decreased to the extent that the Collateral Agent Trustee has received (and is able to retain) payment in full of the corresponding amount under this Section 11.218.22; provided that no Loan Party Intelsat Operations may not consider its obligations towards a Secured Party to be so discharged by virtue of any set-off, counterclaim or similar defense that it may invoke vis-à-vis the Collateral AgentTrustee. (e) The rights of the Secured Parties (other than the Collateral AgentTrustee) to receive payment of amounts payable by each Loan Party under Intelsat Operations in respect of the Intelsat Operations Secured Debt Agreements Obligations are several and are separate and independent from, and without prejudice to, the rights of the Collateral Agent Trustee to receive payment under this Section 11.21. (f) In addition, but without prejudice to the foregoing, the Collateral Agent shall be the joint creditor (together with the relevant Secured Parties) 8.22. [remainder of all obligations of each Loan Party towards each of the Secured Parties under the Secured Debt Agreements.page intentionally left blank]

Abstract Acknowledgment of Indebtedness and Joint Creditorship. (a) Notwithstanding any other provision of this Agreement, each Loan Party hereby irrevocably and unconditionally agrees and covenants with the Collateral Administrative Agent by way of 1066931.03C-XXXXX000000000.04-CHISR02A - MSW an abstract acknowledgment of indebtedness (abstraktes Schuldversprechen) that it owes to the Collateral Administrative Agent as creditor in its own right and not as a representative of the other Secured Credit Parties, sums equal to, and in the currency of, each amount payable by such Loan Party to each of the Secured Credit Parties under each of the Loan Documents relating to any Secured Obligations, as and when that amount falls due for payment under the relevant Secured Debt Agreement Loan Document or would have fallen due but for any discharge resulting from failure of another Secured Credit Party to take appropriate steps, in insolvency proceedings affecting such Loan Party, to preserve its entitlement to be paid that amount. (b) Each Loan Party undertakes to pay to the Collateral Administrative Agent upon first written demand the amount payable by such Loan Party to each of the Secured Credit Parties under each of the Secured Debt Agreements Loan Documents as such amount has become due and payable. (c) The Collateral Administrative Agent has the independent right to demand and receive full or partial payment of the amounts payable by each Loan Party under this Section 11.21, irrespective of any discharge of such Loan Party’s obligation to pay those amounts to the other Secured Credit Parties resulting from failure by them to take appropriate steps, in insolvency proceedings affecting such Loan Party, to preserve their entitlement to be paid those amounts. (d) Any amount due and payable by a Loan Party to the Collateral Administrative Agent under this Section 11.21 shall be decreased to the extent that the other Secured Credit Parties have received (and are able to retain) payment in full of the corresponding amount under the other provisions of the Secured Debt Agreements Loan Documents and any amount due and payable by a Loan Party to the other Secured Credit Parties under those provisions shall be decreased to the extent that the Collateral Administrative Agent has received (and is able to retain) payment in full of the corresponding amount under this Section 11.21; provided that no Loan Party may consider its obligations towards a Secured Credit Party to be so discharged by virtue of any set-off, counterclaim or similar defense that it may invoke vis-à-vis the Collateral Administrative Agent. (e) The rights of the Secured Credit Parties (other than the Collateral Administrative Agent) to receive payment of amounts payable by each Loan Party under the Secured Debt Agreements Loan Documents are several and are separate and independent from, and without prejudice to, the rights of the Collateral Administrative Agent to receive payment under this Section 11.21. (f) In addition, but without prejudice to the foregoing, the Collateral Administrative Agent shall be the joint creditor (together with the relevant Secured Credit Parties) of all obligations of each Loan Party towards each of the Secured Credit Parties under the Secured Debt AgreementsLoan Documents.

Abstract Acknowledgment of Indebtedness and Joint Creditorship. (a) Notwithstanding any other provision of this Agreement, each Loan Party Borrower hereby irrevocably and unconditionally agrees and covenants with the Collateral Agent by way of an abstract acknowledgment of indebtedness (abstraktes Schuldversprechen) that it owes to the Collateral Agent as creditor in its own right and not as a representative of the other Secured PartiesCreditors, sums equal to, and in the currency of, each amount payable by such Loan Party Borrower to each of the Secured Parties Creditors under each of the Loan Documents relating to any Secured Obligations, Debt Agreements as and when that amount falls due for payment under the relevant Secured Debt Agreement or would have fallen due but for any discharge resulting from failure of another Secured Party Creditor to take appropriate steps, in insolvency proceedings affecting such Loan PartyBorrower, to preserve its entitlement to be paid that amount. (b) Each Loan Party Borrower undertakes to pay to the Collateral Agent upon first written demand the amount payable by such Loan Party Borrower to each of the Secured Parties Creditors under each of the Secured Debt Agreements as such amount has become due and payable. (c) The Collateral Agent has the independent right to demand and receive full or partial payment of the amounts payable by each Loan Party Borrower under this Section 11.2113.23, irrespective of any discharge of such Loan PartyBorrower’s obligation to pay those amounts to the other Secured Parties Creditors resulting from failure by them to take appropriate steps, in insolvency proceedings affecting such Loan PartyBorrower, to preserve their entitlement to be paid those amounts. (d) Any amount due and payable by a Loan Party Borrower to the Collateral Agent under this Section 11.21 13.23 shall be decreased to the extent that the other Secured Parties Creditors have received (and are able to retain) payment in full of the corresponding amount under the other provisions of the Secured Debt Agreements and any amount due and payable by a Loan Party Borrower to the other Secured Parties Creditors under those provisions shall be decreased to the extent that the Collateral Agent has received (and is able to retain) payment in full of the corresponding amount under this Section 11.2113.23; provided that no Loan Party Borrower may consider its obligations towards a Secured Party Creditor to be so discharged by virtue of any set-off, counterclaim or similar defense that it may invoke vis-à-vis the Collateral Agent. (e) The rights of the Secured Parties Creditors (other than the Collateral Agent) to receive payment of amounts payable by each Loan Party Borrower under the Secured Debt Agreements are several and are separate and independent from, and without prejudice to, the rights of the Collateral Agent to receive payment under this Section 11.2113.23. (f) In addition, but without prejudice to the foregoing, the Collateral Agent shall be the joint creditor (together with the relevant Secured PartiesCreditor) of all obligations of each Loan Party Borrower towards each of the Secured Parties Creditors under the Secured Debt Agreements.

Abstract Acknowledgment of Indebtedness and Joint Creditorship. (a) Notwithstanding any other provision of this Agreement, each Loan Party Intelsat Global hereby irrevocably and unconditionally agrees and covenants with the Collateral Administrative Agent by way of an abstract acknowledgment acknowledgement of indebtedness (abstraktes Schuldversprechen) that it owes to the Collateral Administrative Agent as creditor in its own right and not as a representative of the other Secured Parties, sums equal to, and in the currency of, each amount payable by such Loan Party to each and every obligation of Intelsat Global under this Agreement and the Secured Parties under each of other Credit Documents (the Loan Documents relating to any Secured Obligations"INTELSAT GLOBAL SECURED OBLIGATIONS"), as and when that amount falls due for payment under payment. The Administrative Agent shall be the relevant joint creditor (together with the Secured Debt Agreement or would have fallen due but for any discharge resulting from failure Parties) of another all obligations of Intelsat Global towards each of the Secured Party to take appropriate steps, Parties in insolvency proceedings affecting such Loan Party, to preserve its entitlement to be paid that amountrespect of the Intelsat Global Secured Obligations. (b) Each Loan Party Intelsat Global undertakes to pay to the Collateral Administrative Agent upon first written demand after the amount payable by such Loan Party Intelsat Global to each of the Secured Parties under each of with respect to the Intelsat Global Secured Debt Agreements as such amount Obligations has become due and payable. (c) The Collateral Administrative Agent has the independent right to demand and receive full or partial payment of the amounts payable by each Loan Party Intelsat Global under this Section 11.2114.20, irrespective of any discharge of such Loan Party’s Intelsat Global's obligation to pay those amounts to the other Secured Parties resulting from failure by them to take appropriate steps, in insolvency proceedings affecting such Loan PartyIntelsat Global, to preserve their entitlement to be paid those amounts. (d) Any amount due and payable by a Loan Party Intelsat Global to the Collateral Administrative Agent under this Section 11.21 14.20 shall be decreased to the extent that the other Secured Parties have received re- ceived (and are able to retain) payment in full of the corresponding amount under the other provisions in respect of the Intelsat Global Secured Debt Agreements Obligations and any amount due and payable by a Loan Party Intelsat Global to the other Secured Parties under those provisions shall be decreased to the extent that the Collateral Administrative Agent has received (and is able to retain) payment in full of the corresponding amount under this Section 11.21; provided 14.20, PROVIDED that no Loan Party Intelsat Global may not consider its obligations towards a Secured Party to be so discharged by virtue of any set-off, counterclaim or similar defense defence that it may invoke vis-àa-vis the Collateral Administrative Agent. (e) The rights of the Secured Parties (other than the Collateral Administrative Agent) to receive payment of amounts payable by each Loan Party under Intelsat Global in respect of the Intelsat Global Secured Debt Agreements Obligations are several and are separate and independent from, and without prejudice to, the rights of the Collateral Administrative Agent to receive payment under this Section 11.2114.20. (f) In addition, but without prejudice to the foregoing, the Collateral Agent shall be the joint creditor (together with the relevant Secured Parties) of all obligations of each Loan Party towards each of the Secured Parties under the Secured Debt Agreements.

Abstract Acknowledgment of Indebtedness and Joint Creditorship. (a) Notwithstanding any other provision of this Agreement, each Loan Party Intelsat Operations hereby irrevocably and unconditionally agrees and covenants with the Collateral Agent Trustee by way of an abstract acknowledgment acknowledgement of indebtedness (abstraktes Schuldversprechen) that it owes to the Collateral Agent Trustee as creditor in its own right and not as a representative of the other Secured Parties, sums equal to, and in the currency of, each amount payable by such Loan Party to each and every obligation of Intelsat Operations under this Agreement and the Secured Parties under each of other First Lien Documents and Second Lien Documents (the Loan Documents relating to any “Intelsat Operations Secured Obligations”), as and when that amount falls due for payment under payment. The Collateral Trustee shall be the relevant joint creditor (together with the Secured Debt Agreement or would have fallen due but for any discharge resulting from failure Parties) of another all obligations of Intelsat Operations towards each of the Secured Party to take appropriate steps, Parties in insolvency proceedings affecting such Loan Party, to preserve its entitlement to be paid that amountrespect of the Intelsat Operations Secured Obligations. (b) Each Loan Party Intelsat Operations undertakes to pay to the Collateral Agent Trustee upon first written demand after the amount payable by such Loan Party Intelsat Operations to each of the Secured Parties under each of with respect to the Intelsat Operations Secured Debt Agreements as such amount Obligations has become due and payable. (c) The Collateral Agent Trustee has the independent right to demand and receive full or partial payment of the amounts payable by each Loan Party Intelsat Operations under this Section 11.218.22, irrespective of any discharge of such Loan Party’s Intelsat Operations obligation to pay those amounts to the other Secured Parties resulting from failure by them to take appropriate steps, in insolvency proceedings affecting such Loan PartyIntelsat Operations, to preserve their entitlement to be paid those amounts. (d) Any amount due and payable by a Loan Party Intelsat Operations to the Collateral Agent Trustee under this Section 11.21 8.22 shall be decreased to the extent that the other Secured Parties have received (and are able to retain) payment in full of the corresponding amount under the other provisions in respect of the Intelsat Operations Secured Debt Agreements Obligations and any amount due and payable by a Loan Party Intelsat Operations to the other Secured Parties under those provisions shall be decreased to the extent that the Collateral Agent Trustee has received (and is able to retain) payment in full of the corresponding amount under this Section 11.218.22; provided that no Loan Party Intelsat Operations may not consider its obligations towards a Secured Party to be so discharged by virtue of any set-off, counterclaim or similar defense that it may invoke vis-à-vis the Collateral AgentTrustee. (e) The rights of the Secured Parties (other than the Collateral AgentTrustee) to receive payment of amounts payable by each Loan Party under Intelsat Operations in respect of the Intelsat Operations Secured Debt Agreements Obligations are several and are separate and independent from, and without prejudice to, the rights of the Collateral Agent Trustee to receive payment under this Section 11.218.22. (f) In addition, but without prejudice to the foregoing, the Collateral Agent shall be the joint creditor (together with the relevant Secured Parties) of all obligations of each Loan Party towards each of the Secured Parties under the Secured Debt Agreements.

Abstract Acknowledgment of Indebtedness and Joint Creditorship. (a) Notwithstanding any other provision of this Agreement, each Loan Party hereby irrevocably and unconditionally agrees and covenants with the Collateral Agent by way of an abstract acknowledgment of indebtedness (abstraktes Schuldversprechen) that it owes to the Collateral Agent as creditor in its own right and not as a representative of the other Secured Parties, sums equal to, and in the currency of, each amount payable by such Loan Party to each of the Secured Parties under each of the Loan Documents and Bank Product Agreements relating to any Secured Obligations, as and when that amount falls due for payment under the relevant Secured Debt Agreement or would have fallen due but for any discharge resulting from failure of another Secured Party to take appropriate steps, in insolvency proceedings affecting such Loan Party, steps to preserve its entitlement to be paid that amount. (b) Each Loan Party undertakes to pay to the Collateral Agent upon first written demand the amount payable by such Loan Party to each of the Secured Parties under each of the Secured Debt Agreements as such amount has become due and payable. (c) The Collateral Agent has the independent right to demand and receive full or partial payment of the amounts payable by each Loan Party under this Section 11.21, irrespective of any discharge of such Loan Party’s obligation to pay those amounts to the other Secured Parties resulting from failure by them to take appropriate steps, in insolvency proceedings affecting such Loan Party, steps to preserve their entitlement to be paid those amounts. (d) Any amount due and payable by a Loan Party to the Collateral Agent under this Section 11.21 shall be decreased to the extent that the other Secured Parties have received (and are able to retain) payment in full of the corresponding amount under the other provisions of the Secured Debt Agreements and any amount due and payable by a Loan Party to the other Secured Parties under those provisions shall be decreased to the extent that the Collateral Agent has received (and is able to retain) payment in full of the corresponding amount under this Section 11.21; provided that no Loan Party may consider its obligations towards a Secured Party to be so discharged by virtue of any set-off, counterclaim or similar defense that it may invoke vis-à-vis the Collateral Agent. (e) The rights of the Secured Parties (other than the Collateral Agent) to receive payment of amounts payable by each Loan Party under the Secured Debt Agreements are several and are separate and independent from, and without prejudice to, the rights of the Collateral Agent to receive payment under this Section 11.21. (f) In addition, but without prejudice to the foregoing, the Collateral Agent shall be the joint creditor (together with the relevant Secured Parties) of all obligations of each Loan Party towards each of the Secured Parties under the Secured Debt Agreements.

Abstract Acknowledgment of Indebtedness and Joint Creditorship. (a) Notwithstanding any other provision of this Agreement, each Loan Party hereby irrevocably and unconditionally agrees and covenants with the Collateral Agent by way of an abstract acknowledgment of indebtedness (abstraktes Schuldversprechen) that it owes to the Collateral Agent as creditor in its own right and not as a representative of the other Secured Parties, sums equal to, and in the currency of, each amount payable by such Loan Party to each of the Secured Parties under each of the Loan Documents relating to any Secured Obligations, as and when that amount falls due for payment under the relevant Secured Debt Agreement or would have fallen due but for any discharge resulting from failure of another Secured Party to take appropriate steps, in insolvency proceedings affecting such Loan Party, to preserve its entitlement to be paid that amount. (b) Each Loan Party undertakes to pay to the Collateral Agent upon first written demand the amount payable by such Loan Party to each of the Secured Parties under each of the Secured Debt Agreements as such amount has become due and payable. (c) The Collateral Agent has the independent right to demand and receive full or partial payment of the amounts payable by each Loan Party under this Section 11.21, irrespective of any discharge of such Loan Party’s obligation to pay those amounts to the other Secured Parties resulting from failure by them to take appropriate steps, in insolvency proceedings affecting such Loan Party, to preserve their entitlement to be paid those amounts.. 1060441.101066947.03-CHISR01A - MSW (d) Any amount due and payable by a Loan Party to the Collateral Agent under this Section 11.21 shall be decreased to the extent that the other Secured Parties have received (and are able to retain) payment in full of the corresponding amount under the other provisions of the Secured Debt Agreements and any amount due and payable by a Loan Party to the other Secured Parties under those provisions shall be decreased to the extent that the Collateral Agent has received (and is able to retain) payment in full of the corresponding amount under this Section 11.21; provided that no Loan Party may consider its obligations towards a Secured Party to be so discharged by virtue of any set-off, counterclaim or similar defense that it may invoke vis-à-vis the Collateral Agent. (e) The rights of the Secured Parties (other than the Collateral Agent) to receive payment of amounts payable by each Loan Party under the Secured Debt Agreements are several and are separate and independent from, and without prejudice to, the rights of the Collateral Agent to receive payment under this Section 11.21. (f) In addition, but without prejudice to the foregoing, the Collateral Agent shall be the joint creditor (together with the relevant Secured Parties) of all obligations of each Loan Party towards each of the Secured Parties under the Secured Debt Agreements.

Abstract Acknowledgment of Indebtedness and Joint Creditorship. (a) Notwithstanding any other provision of this Agreement, each Loan Party hereby irrevocably and unconditionally agrees and covenants with the Collateral Agent by way of an abstract acknowledgment of indebtedness (abstraktes Schuldversprechen) that it owes to the Collateral Agent as creditor in its own right and not as a representative of the other Secured Parties, sums equal to, and in the currency of, each amount payable by such Loan Party to each of the Secured Parties under each of the Loan Documents and Bank Product Agreements relating to any Secured Obligations, as and when that amount falls due for payment under the relevant Secured Debt Agreement or would have fallen due but for any discharge resulting from failure of another Secured Party to take appropriate steps, in insolvency proceedings affecting such Loan Party, steps to preserve its entitlement to be paid that amount. (b) Each Loan Party undertakes to pay to the Collateral Agent upon first written demand the amount payable by such Loan Party to each of the Secured Parties under each of the Secured Debt Agreements as such amount has become due and payable.. 1096351.01A-CHISR01A1096355.04J-CHISR01A - MSW (c) The Collateral Agent has the independent right to demand and receive full or partial payment of the amounts payable by each Loan Party under this Section 11.21, irrespective of any discharge of such Loan Party’s obligation to pay those amounts to the other Secured Parties resulting from failure by them to take appropriate steps, in insolvency proceedings affecting such Loan Party, steps to preserve their entitlement to be paid those amounts. (d) Any amount due and payable by a Loan Party to the Collateral Agent under this Section 11.21 shall be decreased to the extent that the other Secured Parties have received (and are able to retain) payment in full of the corresponding amount under the other provisions of the Secured Debt Agreements and any amount due and payable by a Loan Party to the other Secured Parties under those provisions shall be decreased to the extent that the Collateral Agent has received (and is able to retain) payment in full of the corresponding amount under this Section 11.21; provided that no Loan Party may consider its obligations towards a Secured Party to be so discharged by virtue of any set-off, counterclaim or similar defense that it may invoke vis-à-vis the Collateral Agent. (e) The rights of the Secured Parties (other than the Collateral Agent) to receive payment of amounts payable by each Loan Party under the Secured Debt Agreements are several and are separate and independent from, and without prejudice to, the rights of the Collateral Agent to receive payment under this Section 11.21. (f) In addition, but without prejudice to the foregoing, the Collateral Agent shall be the joint creditor (together with the relevant Secured Parties) of all obligations of each Loan Party towards each of the Secured Parties under the Secured Debt Agreements.

Abstract Acknowledgment of Indebtedness and Joint Creditorship. (a) Notwithstanding any other provision of this Agreement, each Loan Party hereby irrevocably and unconditionally agrees and covenants with the Collateral Administrative Agent by way of an abstract acknowledgment of indebtedness (abstraktes Schuldversprechen) that it owes to the Collateral Administrative Agent as creditor in its own right and not as a representative of the other Secured Credit Parties, sums equal to, and in the currency of, each amount payable by such Loan Party to each of the Secured Credit Parties under each of the Loan Documents relating to any Secured Obligations, as and when that amount falls due for payment under the relevant Secured Debt Agreement Loan Document or would have fallen due but for any discharge resulting from failure of another Secured Credit Party to take appropriate steps, in insolvency proceedings affecting such Loan Party, to preserve its entitlement to be paid that amount. (b) Each Loan Party undertakes to pay to the Collateral Administrative Agent upon first written demand the amount payable by such Loan Party to each of the Secured Credit Parties under each of the Secured Debt Agreements Loan Documents as such amount has become due and payable. (c) The Collateral Administrative Agent has the independent right to demand and receive full or partial payment of the amounts payable by each Loan Party under this Section 11.21, irrespective of any discharge of such Loan Party’s obligation to pay those amounts to the other Secured Credit Parties resulting from failure by them to take appropriate steps, in insolvency proceedings affecting such Loan Party, to preserve their entitlement to be paid those amounts. (d) Any amount due and payable by a Loan Party to the Collateral Administrative Agent under this Section 11.21 shall be decreased to the extent that the other Secured Credit Parties have received (and are able to retain) payment in full of the corresponding amount under the other provisions of the Secured Debt Agreements Loan Documents and any amount due and payable by a Loan Party to the other Secured Credit Parties under those provisions shall be decreased to the extent that the Collateral Administrative Agent has received (and is able to retain) payment in full of the corresponding amount under this Section 11.21; provided that no Loan Party may consider its obligations towards a Secured Credit Party to be so discharged by virtue of any set-off, counterclaim or similar defense that it may invoke vis-à-vis the Collateral Administrative Agent. (e) The rights of the Secured Parties (other than the Collateral Agent) to receive payment of amounts payable by each Loan Party under the Secured Debt Agreements are several and are separate and independent from, and without prejudice to, the rights of the Collateral Agent to receive payment under this Section 11.21. (f) In addition, but without prejudice to the foregoing, the Collateral Agent shall be the joint creditor (together with the relevant Secured Parties) of all obligations of each Loan Party towards each of the Secured Parties under the Secured Debt Agreements.

Abstract Acknowledgment of Indebtedness and Joint Creditorship. (a) Notwithstanding any other provision of this Agreement, each Loan Party hereby irrevocably and unconditionally agrees and covenants with the Collateral Agent by way of an abstract acknowledgment of indebtedness (abstraktes Schuldversprechen) that it owes to the Collateral Agent as creditor in its own right and not as a representative of the other Secured Parties, sums equal to, and in the currency of, each amount payable by such Loan Party to each of the Secured Parties under each of the Loan Documents and Bank Product Agreements relating to any Secured Obligations, as and when that amount falls due for payment under the relevant Secured Debt Agreement or would have fallen due but for any discharge resulting from failure of another Secured Party to take appropriate steps, in insolvency proceedings affecting such Loan Party, steps to preserve its entitlement to be paid that amount. (b) Each Loan Party undertakes to pay to the Collateral Agent upon first written demand the amount payable by such Loan Party to each of the Secured Parties under each of the Secured Debt Agreements as such amount has become due and payable. (c) The Collateral Agent has the independent right to demand and receive full or partial payment of the amounts payable by each Loan Party under this Section 11.21, irrespective of any discharge of such Loan Party’s obligation to pay those amounts to the 1160299.01-CHISR1160299.03H-CHISR02A - MSW other Secured Parties resulting from failure by them to take appropriate steps, in insolvency proceedings affecting such Loan Party, steps to preserve their entitlement to be paid those amounts. (d) Any amount due and payable by a Loan Party to the Collateral Agent under this Section 11.21 shall be decreased to the extent that the other Secured Parties have received (and are able to retain) payment in full of the corresponding amount under the other provisions of the Secured Debt Agreements and any amount due and payable by a Loan Party to the other Secured Parties under those provisions shall be decreased to the extent that the Collateral Agent has received (and is able to retain) payment in full of the corresponding amount under this Section 11.21; provided that no Loan Party may consider its obligations towards a Secured Party to be so discharged by virtue of any set-off, counterclaim or similar defense that it may invoke vis-à-vis the Collateral Agent. (e) The rights of the Secured Parties (other than the Collateral Agent) to receive payment of amounts payable by each Loan Party under the Secured Debt Agreements are several and are separate and independent from, and without prejudice to, the rights of the Collateral Agent to receive payment under this Section 11.21. (f) In addition, but without prejudice to the foregoing, the Collateral Agent shall be the joint creditor (together with the relevant Secured Parties) of all obligations of each Loan Party towards each of the Secured Parties under the Secured Debt Agreements.

Abstract Acknowledgment of Indebtedness and Joint Creditorship. (a) Notwithstanding any other provision of this Agreement, each Loan Party hereby irrevocably and unconditionally agrees and covenants with the Collateral Agent by way of an abstract acknowledgment of indebtedness (abstraktes Schuldversprechen) that it owes to the Collateral Agent as creditor in its own right and not as a representative of the other Secured Parties, sums equal to, and in the currency of, each amount payable by such Loan Party to each of the Secured Parties under each of the Loan Documents relating to any Secured Obligations, as and when that amount falls due for payment under the relevant Secured Debt Agreement or would have fallen due but for any discharge resulting from failure of another Secured Party to take appropriate steps, in insolvency proceedings affecting such Loan Party, to preserve its entitlement to be paid that amount. (b) Each Loan Party undertakes to pay to the Collateral Agent upon first written demand the amount payable by such Loan Party to each of the Secured Parties under each of the Secured Debt Agreements as such amount has become due and payable. (c) The Collateral Agent has the independent right to demand and receive full or partial payment of the amounts payable by each Loan Party under this Section 11.21, irrespective of any discharge of such Loan Party’s obligation to pay those amounts to the other Secured Parties resulting from failure by them to take appropriate steps, in insolvency proceedings affecting such Loan Party, to preserve their entitlement to be paid those amounts. (d) Any amount due and payable by a Loan Party to the Collateral Agent under this Section 11.21 shall be decreased to the extent that the other Secured Parties have received (and are able to retain) payment in full of the corresponding amount under the other provisions of the Secured Debt Agreements and any amount due and payable by a Loan Party to the other 1117312.02-CHISR02A - MSW Secured Parties under those provisions shall be decreased to the extent that the Collateral Agent has received (and is able to retain) payment in full of the corresponding amount under this Section 11.21; provided that no Loan Party may consider its obligations towards a Secured Party to be so discharged by virtue of any set-off, counterclaim or similar defense that it may invoke vis-à-vis the Collateral Agent. (e) The rights of the Secured Parties (other than the Collateral Agent) to receive payment of amounts payable by each Loan Party under the Secured Debt Agreements are several and are separate and independent from, and without prejudice to, the rights of the Collateral Agent to receive payment under this Section 11.21. (f) In addition, but without prejudice to the foregoing, the Collateral Agent shall be the joint creditor (together with the relevant Secured Parties) of all obligations of each Loan Party towards each of the Secured Parties under the Secured Debt Agreements.

Abstract Acknowledgment of Indebtedness and Joint Creditorship. (a) Notwithstanding any other provision of this Agreement, each Loan Party hereby irrevocably and unconditionally agrees and covenants with the Collateral Agent by way of an abstract acknowledgment of indebtedness (abstraktes Schuldversprechen) that it owes to the Collateral Agent as creditor in its own right and not as a representative of the other Secured Parties, sums equal to, and in the currency of, each amount payable by such Loan Party to each of the Secured Parties under each of the Loan Documents and Bank Product Agreements relating to any Secured Obligations, as and when that amount falls due for payment under the relevant Secured Debt Agreement or would have fallen due but for any discharge resulting from failure of another Secured Party to take appropriate steps, in insolvency proceedings affecting such Loan Party, to preserve its entitlement to be paid that amount. (b) Each Loan Party undertakes to pay to the Collateral Agent upon first written demand the amount payable by such Loan Party to each of the Secured Parties under each of the Secured Debt Agreements as such amount has become due and payable. (c) The Collateral Agent has the independent right to demand and receive full or partial payment of the amounts payable by each Loan Party under this Section 11.21, irrespective of any discharge of such Loan Party’s obligation to pay those amounts to the other Secured Parties resulting from failure by them to take appropriate steps, in insolvency proceedings affecting such Loan Party, to preserve their entitlement to be paid those amounts. (d) Any amount due and payable by a Loan Party to the Collateral Agent under this Section 11.21 shall be decreased to the extent that the other Secured Parties have received (and are able to retain) payment in full of the corresponding amount under the other provisions of the Secured Debt Agreements and any amount due and payable by a Loan Party to the other Secured Parties under those provisions shall be decreased to the extent that the Collateral Agent has received (and is able to retain) payment in full of the corresponding amount under this Section 11.21; provided that no Loan Party may consider its obligations towards a Secured Party to be so discharged by virtue of any set-off, counterclaim or similar defense that it may invoke vis-à-vis the Collateral Agent. (e) The rights of the Secured Parties (other than the Collateral Agent) to receive payment of amounts payable by each Loan Party under the Secured Debt Agreements are several and are separate and independent from, and without prejudice to, the rights of the Collateral Agent to receive payment under this Section 11.21. (f) In addition, but without prejudice to the foregoing, the Collateral Agent shall be the joint creditor (together with the relevant Secured Parties) of all obligations of each Loan Party towards each of the Secured Parties under the Secured Debt Agreements.

Abstract Acknowledgment of Indebtedness and Joint Creditorship. (a) Notwithstanding any other provision of this Agreement, each Loan Party hereby irrevocably and unconditionally agrees and covenants with the Collateral Agent by way of an abstract acknowledgment of indebtedness (abstraktes Schuldversprechen) that it owes to the Collateral Agent as creditor in its own right and not as a representative of the other Secured Parties, sums equal to, and in the currency of, each amount payable by such Loan Party to each of the Secured Parties under each of the Loan Documents relating to any Secured Obligations, as and when that amount falls due for payment under the relevant Secured Debt Agreement or would have fallen due but for any discharge resulting from failure of another Secured Party to take appropriate steps, in insolvency proceedings affecting such Loan Party, to preserve its entitlement to be paid that amount. (b) Each Loan Party undertakes to pay to the Collateral Agent upon first written demand the amount payable by such Loan Party to each of the Secured Parties under each of the Secured Debt Agreements as such amount has become due and payable. (c) The Collateral Agent has the independent right to demand and receive full or partial payment of the amounts payable by each Loan Party under this Section 11.21, irrespective of any discharge of such Loan Party’s obligation to pay those amounts to the other Secured Parties resulting from failure by them to take appropriate steps, in insolvency proceedings affecting such Loan Party, to preserve their entitlement to be paid those amounts. (d) Any amount due and payable by a Loan Party to the Collateral Agent under this Section 11.21 shall be decreased to the extent that the other Secured Parties have received (and are able to retain) payment in full of the corresponding amount under the other provisions of the Secured Debt Agreements and any amount due and payable by a Loan Party to the other Secured Parties under those provisions shall be decreased to the extent that the Collateral Agent has received (and is able to retain) payment in full of the corresponding amount under this Section 11.21; provided that no Loan Party may consider its obligations towards a Secured Party to be so discharged by virtue of any set-off, counterclaim or similar defense that it may invoke vis-à-vis the Collateral Agent. (e) The rights of the Secured Parties (other than the Collateral Agent) to receive payment of amounts payable by each Loan Party under the Secured Debt Agreements are several and are separate and independent from, and without prejudice to, the rights of the Collateral Agent to receive payment under this Section 11.21. (f) In addition, but without prejudice to the foregoing, the Collateral Agent shall be the joint creditor (together with the relevant Secured Parties) of all obligations of each Loan Party towards each of the Secured Parties under the Secured Debt Agreements.. 972172.01-CHISR01A - MSW

Abstract Acknowledgment of Indebtedness and Joint Creditorship. (a) Notwithstanding any other provision of this Agreement, each Loan Party Borrower hereby irrevocably and unconditionally agrees and covenants with the Collateral Agent by way of an abstract acknowledgment of indebtedness (abstraktes Schuldversprechen) that it owes to the Collateral Agent as creditor in its own right and not as a representative of the other Secured PartiesCreditors, sums equal to, and in the currency of, each amount payable by such Loan Party Borrower to each of the Secured Parties Creditors under each of the Loan Documents relating to any Secured Obligations, Debt Agreements as and when that amount falls due for payment under the relevant Secured Debt Agreement or would have fallen due but for any discharge resulting from failure of another Secured Party Creditor to take appropriate steps, in insolvency proceedings affecting such Loan PartyBorrower, to preserve its entitlement to be paid that amount. (b) Each Loan Party Borrower undertakes to pay to the Collateral Agent upon first written demand the amount payable by such Loan Party Borrower to each of the Secured Parties Creditors under each of the Secured Debt Agreements as such amount has become due and payable. (c) The Collateral Agent has the independent right to demand and receive full or partial payment of the amounts payable by each Loan Party Borrower under this Section 11.2111.24, irrespective of any discharge of such Loan PartyBorrower’s obligation to pay those amounts to the other Secured Parties Creditors resulting from failure by them to take appropriate steps, in insolvency proceedings affecting such Loan PartyBorrower, to preserve their entitlement to be paid those amounts. (d) Any amount due and payable by a Loan Party Borrower to the Collateral Agent under this Section 11.21 11.24 shall be decreased to the extent that the other Secured Parties Creditors have received (and are able to retain) payment in full of the corresponding amount under the other provisions of the Secured Debt Agreements and any amount due and payable by a Loan Party Borrower to the other Secured Parties Creditors under those provisions shall be decreased to the extent that the Collateral Agent has received (and is able to retain) payment in full of the corresponding amount under this Section 11.2111.24; provided that no Loan Party Borrower may consider its obligations towards a Secured Party Creditor to be so discharged by virtue of any set-off, counterclaim or similar defense that it may invoke vis-à-vis the Collateral Agent. (e) The rights of the Secured Parties Creditors (other than the Collateral Agent) to receive payment of amounts payable by each Loan Party Borrower under the Secured Debt Agreements are several and are separate and independent from, and without prejudice to, the rights of the Collateral Agent to receive payment under this Section 11.2111.24. (f) In addition, but without prejudice to the foregoing, the Collateral Agent shall be the joint creditor (together with the relevant Secured PartiesCreditor) of all obligations of each Loan Party Borrower towards each of the Secured Parties Creditors under the Secured Debt Agreements.

Abstract Acknowledgment of Indebtedness and Joint Creditorship. (a) Notwithstanding any other provision of this Agreement, each Loan Party Borrower hereby irrevocably and unconditionally agrees and covenants with the Collateral Agent by way of an abstract acknowledgment of indebtedness (abstraktes Schuldversprechen) that it owes and to the Collateral extent necessary, (b) Each Borrower undertakes to pay to the Administrative Agent as creditor in its own right and not as a representative of upon first written demand the other Secured Parties, sums equal to, and in the currency of, each amount payable by such Loan Party Borrower to each of the Secured Parties under each of the Loan Documents relating to any Secured Obligations, as and when that amount falls due for payment under the relevant Secured Debt Agreement or would have fallen due but for any discharge resulting from failure of another Secured Party to take appropriate steps, in insolvency proceedings affecting such Loan Party, to preserve its entitlement to be paid that amount. (b) Each Loan Party undertakes to pay to the Collateral Agent upon first written demand the amount payable by such Loan Party to each of the Secured Parties under each of the Secured Debt Agreements as such amount has become due and payable. (c) The Collateral Administrative Agent has the independent right to demand and receive full or partial payment of the amounts payable by each Loan Party Borrower under this Section 11.2110.30, irrespective of any discharge of such Loan PartyBorrower’s obligation to pay those amounts to the other Secured Parties resulting from failure by them to take appropriate steps, in insolvency proceedings affecting such Loan Party, steps to preserve their entitlement to be paid those amounts. (d) Any amount due and payable by a Loan Party Borrower to the Collateral Administrative Agent under this Section 11.21 10.30 shall be decreased to the extent that the other Secured Parties have received (and are able to retain) payment in full of the corresponding amount under the other provisions of the Secured Debt Agreements Loan Documents and any amount due and payable by a Loan Party Borrower to the other Secured Parties under those provisions shall be decreased to the extent that the Collateral Administrative Agent has received (and is able to retain) payment in full of the corresponding amount under this Section 11.2110.30; provided that no Loan Party Borrower may consider its obligations towards a Secured Party to be so discharged by virtue of any set-set- off, counterclaim or similar defense that it may invoke vis-à-vis the Collateral Administrative Agent. (e) The rights of the Secured Parties (other than the Collateral Administrative Agent) to receive payment of amounts payable by each Loan Party Borrower under the Secured Debt Agreements Loan Documents are several and are separate and independent from, and without prejudice to, the rights of the Collateral Administrative Agent to receive payment under this Section 11.2110.30. (f) In addition, but without prejudice to the foregoing, the Collateral Administrative Agent shall be the joint creditor (together with the relevant Secured Parties) of all obligations of each Loan Party Borrower towards each of the Secured Parties under the Loan Documents. (g) Without limiting or affecting the Administrative Agent’s rights against any Borrower (whether under this Agreement or any other Loan Document), each Borrower acknowledges that (i) nothing in the Agreement or any Loan Document shall impose any obligation of the Administrative Agent (other than in its capacity as a Lender) to advance any sum to any Borrower and (ii) for the purpose of any vote taken under any (h) Without limiting the generality of any provision of this Agreement, this Section 10.30 shall be binding on the successors and assigns of each Borrower. (i) Each Secured Debt AgreementsParty agrees and acknowledges the existence of the terms of the abstract acknowledgment of indebtedness (abstraktes Schuldversprechen) contained in this Section 10.30.