Common use of Agreement to Perform and Pay; Subordination Clause in Contracts

Agreement to Perform and Pay; Subordination. In furtherance of the foregoing and not in limitation of any other right that Pepco has at law or in equity against Guarantor by virtue hereof, upon the failure of any of the other Mirant Settling Parties to perform or pay any Obligation when and as the same shall become due, Guarantor hereby promises to and will forthwith, as the case may be, (a) perform, or cause to be performed, such unperformed Obligations and (b) pay, or cause to be paid, to Pepco in cash the amount of such unpaid Monetary Obligations. Upon payment by Guarantor of any sums to Pepco as provided above, all rights of Guarantor against the other Mirant Settling Parties arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subordinate and junior in right of payment to the prior indefeasible payment in full in cash of all the Monetary Obligations. If any amount shall erroneously be paid to Guarantor on account of (i) such subrogation, contribution, reimbursement, indemnity or similar right or (ii) any such indebtedness of the other Mirant Settling Parties¸ such amount shall be held in trust for the benefit of Pepco and shall forthwith be paid to Pepco to be credited against the payment of the Monetary Obligations.

Agreement to Perform and Pay; Subordination. In furtherance of the foregoing and not in limitation of any other right that Pepco SPSA has at law or in equity against Guarantor by virtue hereof, upon the failure of any of the other Mirant Settling Parties Contractor, to perform or pay any Obligation when and as the same shall become due, Guarantor hereby promises to and will forthwith, as the case may be, (a) perform, or cause to be performed, such unperformed Obligations and (b) pay, or cause to be paid, to Pepco in cash SPSA the amount of such unpaid Monetary Obligations. Upon payment by Guarantor of any sums to Pepco SPSA as provided above, all rights of Guarantor against the other Mirant Settling Parties Contractor, arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subordinate and junior in right of payment to the prior indefeasible payment in full in cash of all the Monetary Obligations. If any amount shall erroneously be paid to Guarantor on account of (i) such subrogation, contribution, reimbursement, indemnity or similar right or (ii) any such indebtedness of the other Mirant Settling Parties¸ Contractor, such amount shall be held in trust for the benefit of Pepco SPSA and shall forthwith be paid to Pepco SPSA to be credited against the payment of the Monetary ObligationsObligations or performance in accordance with the terms of the Service Agreement.

Agreement to Perform and Pay; Subordination. In furtherance of the foregoing and not in limitation of any other right that Pepco has at law or in equity against Guarantor by virtue hereof, upon the failure of any of the other Mirant Settling Parties to perform or pay any Obligation when and as the same shall become due, Guarantor hereby promises to and will forthwith, as the case may be, (a) perform, or cause to be performed, such unperformed Obligations and (b) pay, or cause to be paid, to Pepco in cash the amount of such unpaid Monetary Obligations. Upon payment by Guarantor of any sums to Pepco as provided above, all rights of Guarantor against the other Mirant Settling Parties arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subordinate and junior in right of payment to the prior indefeasible payment in full in cash of all the Monetary Obligations. If any amount shall erroneously be paid to Guarantor on account of (i) such subrogation, contribution, reimbursement, indemnity or similar right or (ii) any such indebtedness of the other Mirant Settling Parties¸ Parties, such amount shall be held in trust for the benefit of Pepco and shall forthwith be paid to Pepco to be credited against the payment of the Monetary Obligations.

Agreement to Perform and Pay; Subordination. In furtherance of the foregoing and not in limitation of any other right that Pepco Seller has at law or in equity against Guarantor by virtue hereof, upon the failure of any of the other Mirant Settling Parties Buyer to perform or pay any Obligation when and as the same shall become due, Guarantor hereby promises to and will forthwith, as the case may be, (a) perform, or cause to be performed, such unperformed Obligations and (b) pay, or cause to be paid, to Pepco Seller in cash the amount of such unpaid Monetary Obligations. Upon payment by Guarantor of any sums to Pepco Seller as provided above, all rights of Guarantor against the other Mirant Settling Parties Buyer arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subordinate and junior in right of payment to the prior indefeasible payment in full in cash of all the Obligations. In addition, any indebtedness of Buyer now or hereafter held by Guarantor is hereby subordinated in right of payment to the prior payment in full in cash of the Monetary Obligations. If any amount 282 shall erroneously be paid to Guarantor on account of (i) such subrogation, contribution, reimbursement, indemnity or similar right or (ii) any such indebtedness of the other Mirant Settling Parties¸ Buyer, such amount shall be held in trust for the benefit of Pepco Seller and shall forthwith be paid to Pepco Seller to be credited against the payment of the Monetary ObligationsObligations or perform in (accordance with the terms of the Sale Agreement or any Ancillary Agreement, as applicable.

Agreement to Perform and Pay; Subordination. In furtherance of the foregoing and not in limitation of any other right that Pepco Seller has at law or in equity against Guarantor by virtue hereof, upon the failure of any of the other Mirant Settling Parties Buyer, to perform or pay any Obligation when and as the same shall become due, Guarantor hereby promises to and will forthwith, as the case may be, (a) perform, or cause to be performed, such unperformed Obligations and (b) pay, or cause to be paid, to Pepco Seller in cash the amount of such unpaid Monetary Obligations. Upon payment by Guarantor of any sums to Pepco Seller as provided above, all rights of Guarantor against the other Mirant Settling Parties Buyer, arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subordinate and junior in right of payment to the prior indefeasible payment in full in cash of all the Monetary Obligations. If any amount shall erroneously be paid to Guarantor on account of (i) such subrogation, contribution, reimbursement, indemnity or similar right or (ii) any such indebtedness of the other Mirant Settling Parties¸ Buyer, such amount shall be held in trust for the benefit of Pepco 179 Seller and shall forthwith be paid to Pepco Seller to be credited against the payment of the Monetary ObligationsObligations or performance in accordance with the terms of the Asset Sale Agreement or any Ancillary Agreement, as applicable.

Agreement to Perform and Pay; Subordination. In furtherance of the foregoing and not in limitation of any other right that Pepco Seller has at law or in equity against Guarantor by virtue hereof, upon the failure of any of the other Mirant Settling Parties Buyer, to perform or pay any Obligation when and as the same shall become due, Guarantor hereby promises to and will forthwith, as the case may be, (a) perform, or cause to be performed, such unperformed Obligations and (b) pay, or cause to be paid, to Pepco Seller in cash the amount of such unpaid Monetary Obligations. Upon payment by Guarantor of any sums to Pepco Seller as provided above, all rights of Guarantor against the other Mirant Settling Parties Buyer, arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subordinate and junior in right of payment to the prior indefeasible payment in full in cash of all the Monetary Obligations. If any amount shall erroneously be paid to Guarantor on account of (i) such subrogation, contribution, reimbursement, indemnity or similar right or (ii) any such indebtedness of the other Mirant Settling Parties¸ Buyer, such amount shall be held in trust for the benefit of Pepco Seller and shall forthwith be paid to Pepco Seller to be credited against the payment of the Monetary ObligationsObligations or performance in accordance with the terms of the Asset Sale Agreement or any Ancillary Agreement, as applicable.