Common use of Bankruptcy No Discharge; Repayments Clause in Contracts

Bankruptcy No Discharge; Repayments. So long as any of the obligations guaranteed hereunder shall be owing to Collateral Agent and the Secured Parties, Debtor shall not, without the prior written consent of all of the Secured Parties, commence or join with any other party in commencing any bankruptcy, reorganization or insolvency proceedings of or against Quest or any other Person. Debtor understands and acknowledges that by virtue of this Agreement, it has specifically assumed any and all risks of a bankruptcy or reorganization case or proceeding with respect to Quest or any other Person. As an example and not in any way of limitation, a subsequent modification of the Secured Obligations secured by this Agreement in any reorganization case concerning Quest or any other Person shall not affect the obligation of Debtor to perform the Secured Obligations in accordance with the original terms of this Agreement. In any bankruptcy or other proceeding in which the filing of claims is required by law, Debtor shall file all claims which Debtor may have against Quest or any other Person relating to any indebtedness of Quest or any other Person to Debtor and shall assign to Collateral Agent all rights of Debtor thereunder. If Debtor does not file any such claim, Collateral Agent, as attorney-in-fact for Debtor, is hereby authorized to do so in the name of Debtor or, in Collateral Agent’s discretion, to assign the claim to a nominee and to cause proof of claim to be filed in the name of Collateral Agent’s nominee. Collateral Agent or its nominee shall have the right, in its reasonable discretion, to accept or reject any plan proposed in such proceeding and to take any other action which a party filing a claim is entitled to do. In all such cases, whether in administration, bankruptcy or otherwise, the person or persons authorized to pay such claim shall pay to Collateral Agent the amount payable on such claim and, to the full extent necessary for that purpose, Debtor hereby assigns to Collateral Agent all of Debtor’s rights to any such payments or distributions; provided, however, Debtor’s obligations hereunder shall not be satisfied except to the extent that Collateral Agent receives cash by reason of any such payment or distribution. If Collateral Agent receives anything hereunder other than cash, the same shall be held as collateral for amounts due under this Agreement. Notwithstanding anything to the contrary herein, the liability of Debtor hereunder shall be reinstated and revised, and the rights of Collateral Agent shall continue, with respect to any amount at any time paid by or on behalf of Quest or Debtor on account of the Secured Obligations or the Transaction Documents which Collateral Agent shall restore or return by reason of the bankruptcy, insolvency or reorganization of Quest or Debtor or for any other reasons, all as though such amount had not been paid.

Bankruptcy No Discharge; Repayments. So long as any of the obligations guaranteed hereunder shall be owing to any of the Lenders or Collateral Agent and the Secured PartiesAgent, Debtor shall notno Borrower shall, without the prior written consent of all any of the Secured PartiesLenders or Collateral Agent, commence or join with any other party in commencing any bankruptcy, reorganization or insolvency proceedings of or against Quest or any other PersonBorrower. Debtor Each Borrower understands and acknowledges that by virtue of this Agreementthe Loan Documents, it has specifically assumed any and all risks of a bankruptcy or reorganization case or proceeding with respect to Quest or any other PersonBorrower. As an example and not in any way of limitation, a subsequent modification of the Secured Obligations obligations secured or evidenced by this Agreement the Loan Documents in any reorganization case concerning Quest or any other Person Borrower shall not affect the obligation of Debtor each such Borrower to pay and perform the Secured Obligations obligations secured or evidenced by the Loan Documents in accordance with the its original terms of this Agreementterms. In any bankruptcy or other proceeding in which the filing of claims is required by law, Debtor each Borrower shall file all claims which Debtor such Borrower may have against Quest or any other Person Borrower relating to any indebtedness of Quest or any other Person Borrower to Debtor such Borrower and shall assign to any of the Lenders or Collateral Agent all rights of Debtor such Borrower thereunder. If Debtor any Borrower does not file any such claim, any of the Lenders or Collateral Agent, as attorney-in-fact attorney‑in‑fact for Debtorsuch Borrower, is hereby authorized to do so in the name of Debtor such Borrower or, in any of the Lenders or Collateral Agent’s 's discretion, to assign the claim to a nominee and to cause proof of claim to be filed in the name of any of the Lenders or Collateral Agent’s 's nominee. The foregoing power of attorney is coupled with an interest and cannot be revoked. any of the Lenders or Collateral Agent or its nominee shall have the right, in its reasonable discretion, to accept or reject any plan proposed in such proceeding and to take any other action which a party filing a claim is entitled to do. In all such cases, whether in administration, bankruptcy or otherwise, the person or persons authorized to pay such claim shall pay to any of the Lenders or Collateral Agent the amount payable on such claim and, to the full extent necessary for that purpose, Debtor each Borrower hereby assigns to any of the Lenders or Collateral Agent all of Debtor’s such Borrower's rights to any such payments or distributions; provided, however, Debtor’s such Borrower's obligations hereunder shall not be satisfied except to the extent that any of the Lenders or Collateral Agent receives cash by reason of any such payment or distribution. If any of the Lenders or Collateral Agent receives anything hereunder other than cash, the same shall be held as collateral for amounts due under this Agreementthe Loan Documents. Notwithstanding anything to the contrary herein, the liability of Debtor each Borrower hereunder shall be reinstated and revised, and the rights of any of the Lenders or Collateral Agent shall continue, with respect to any amount at any time paid by or on behalf of Quest or Debtor any Borrower on account of the Secured Obligations any Note or the Transaction other Loan Documents which any of the Lenders or Collateral Agent shall restore or return by reason of the bankruptcy, insolvency or reorganization of Quest or Debtor any Borrower or for any other reasons, all as though such amount had not been paid.

Bankruptcy No Discharge; Repayments. So long as any of the obligations guaranteed hereunder shall be owing to Collateral Agent and the Secured PartiesAssociates, Debtor shall notno Indemnitor Party shall, without the prior written consent of all of the Secured PartiesAssociates, commence or join with any other party in commencing any bankruptcy, reorganization or insolvency proceedings of or against Quest or any other PersonIndemnitor Party. Debtor Each Indemnitor Party understands and acknowledges that by virtue of this AgreementIndemnity, it has specifically assumed any and all risks of a bankruptcy or reorganization case or proceeding with respect to Quest or any other PersonIndemnitor Party. As an example and not in any way of limitation, a subsequent modification of the Secured Obligations obligations secured by this Agreement Indemnity in any reorganization case concerning Quest or any other Person Indemnitor Party shall not affect the obligation of Debtor each such Indemnitor Party to pay and perform the Secured Obligations obligations secured by this Indemnity in accordance with the its original terms of this Agreementterms. In any bankruptcy or other proceeding in which the filing of claims is required by law, Debtor each Indemnitor Party shall file all claims which Debtor such Indemnitor Party may have against Quest or any other Person Indemnitor Party relating to any indebtedness of Quest or any other Person Indemnitor Party to Debtor such Indemnitor Party and shall assign to Collateral Agent Associates all rights of Debtor such Indemnitor Party thereunder. If Debtor any Indemnitor Party does not file any such claim, Collateral AgentAssociates, as attorney-in-fact for Debtorsuch Indemnitor Party, is hereby authorized to do so in the name of Debtor such Indemnitor Party or, in Collateral Agent’s Associates's discretion, to assign the claim to a nominee and to cause proof of claim to be filed in the name of Collateral Agent’s Associates's nominee. Collateral Agent The foregoing power of attorney is coupled with an interest and cannot be revoked. Associates or its nominee shall have the right, in its reasonable discretion, to accept or reject any plan proposed in such proceeding and to take any other action which a party filing a claim is entitled to do. In all such cases, whether in administration, bankruptcy or otherwise, the person or persons authorized to pay such claim shall pay to Collateral Agent Associates the amount payable on such claim and, to the full extent necessary for that purpose, Debtor each Indemnitor Party hereby assigns to Collateral Agent Associates all of Debtor’s such Indemnitor Party's rights to any such payments or distributions; provided, however, Debtor’s such Indemnitor Party's obligations hereunder shall not be satisfied except to the extent that Collateral Agent Associates receives cash by reason of any such payment or distribution. If Collateral Agent Associates receives anything hereunder other than cash, the same shall be held as collateral for amounts due under this AgreementIndemnity. Notwithstanding anything to the contrary herein, the liability of Debtor each Indemnitor Party hereunder shall be reinstated and revised, and the rights of Collateral Agent Associates shall continue, with respect to any amount at any time paid by or on behalf of Quest or Debtor any Indemnitor Party on account of the Secured Obligations or the Transaction Documents this Indemnity which Collateral Agent Associates shall restore or return by reason of the bankruptcy, insolvency or reorganization of Quest or Debtor any Indemnitor Party or for any other reasons, all as though such amount had not been paid.

Bankruptcy No Discharge; Repayments. So long as any of the obligations guaranteed hereunder shall be owing to Collateral Agent and the Secured PartiesLender, Debtor shall notno Borrower Party shall, without the prior written consent of all of the Secured PartiesLender, commence or join with any other party in commencing any bankruptcy, reorganization or insolvency proceedings of or against Quest or any other PersonBorrower Party. Debtor Each Borrower Party understands and acknowledges that by virtue of this Agreement, it has specifically assumed any and all risks of a bankruptcy or reorganization case or proceeding with respect to Quest or any other PersonBorrower Party. As an example and not in any way of limitation, a subsequent modification of the Secured Obligations obligations secured by this Agreement or any of the Loan Documents in any reorganization case concerning Quest or any other Person Borrower Party shall not affect the obligation of Debtor each such Borrower Party to pay and perform the Secured Obligations obligations secured by this Agreement or any of the Loan Documents in accordance with the its original terms of this Agreementterms. In any bankruptcy or other proceeding in which the filing of claims is required by law, Debtor each Borrower Party shall file all claims which Debtor such Borrower Party may have against Quest or any other Person Borrower Party relating to any indebtedness of Quest or any other Person Borrower Party to Debtor and shall assign to Collateral Agent all rights of Debtor thereundersuch Borrower Party. If Debtor any Borrower Party does not file any such claim, Collateral AgentLender, as attorney-in-fact for Debtorsuch Borrower Party, is hereby authorized to do so in the name of Debtor or, in Collateral Agent’s discretion, to assign the claim to a nominee such Borrower Party. The foregoing power of attorney is coupled with an interest and to cause proof of claim to cannot be filed in the name of Collateral Agent’s nomineerevoked. Collateral Agent Lender or its nominee shall have the right, in its reasonable discretion, to accept or reject any plan proposed in such proceeding and to take any other action which a party filing a claim is entitled to do. In all such cases, whether in administration, bankruptcy or otherwise, the person or persons authorized to pay such claim shall shall, until all obligations payable under the Loan Documents are paid in full, pay to Collateral Agent Lender the amount payable on such claim and, to the full extent necessary for that purpose, Debtor hereby assigns to Collateral Agent all of Debtor’s rights to any such payments or distributionsclaim; provided, however, Debtor’s such Borrower Party's obligations hereunder shall not be satisfied except to the extent that Collateral Agent Lender receives cash by reason of any such payment or distribution. If Collateral Agent Lender receives anything hereunder other than cash, the same shall be held as collateral for amounts due under this AgreementAgreement or any of the Loan Documents. Notwithstanding anything to the contrary herein, the liability of Debtor each Borrower Party hereunder shall be reinstated and revised, and the rights of Collateral Agent Lender shall continue, with respect to any amount at any time paid by or on behalf of Quest or Debtor any Borrower Party on account of the Secured Obligations obligations hereunder or the Transaction other Loan Documents which Collateral Agent Lender shall restore or return by reason of the bankruptcy, insolvency or reorganization of Quest or Debtor any Borrower Party or for any other reasons, all as though such amount had not been paid.