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Common use of Claims in Bankruptcy Clause in Contracts

Claims in Bankruptcy. In the event of receivership, bankruptcy, reorganization, arrangement, debtor’s relief, or other insolvency proceedings involving Guarantor as debtor, Lender (or Servicer on behalf of Lender) shall have the right to prove its claim in any such proceeding so as to establish its rights hereunder and receive directly from the receiver, trustee or other court custodian dividends and payments which would otherwise be payable upon Guarantor Claims. Guarantor hereby assigns such dividends and payments to Servicer (on behalf of Lender). Should Lender (or Servicer on behalf of Lender) receive, for application upon the Guaranteed Obligations, any such dividend or payment which is otherwise payable to Guarantor, and which, as between Borrower and Guarantor, shall constitute a credit upon the Guarantor Claims, then upon payment to Lender (or Servicer on behalf of the Lender) in full of the Guaranteed Obligations, Guarantor shall become subrogated to the rights of Lender to the extent that such payments to Lender (or Servicer on behalf of the Lender) on the Guarantor Claims have contributed toward the liquidation of the Guaranteed Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Obligations which would have been unpaid if Lender (or Servicer on behalf of the Lender) had not received dividends or payments upon the Guarantor Claims.

Appears in 9 contracts

Samples: Fourth Mezzanine Loan Agreement (Harrahs Entertainment Inc), Fifth Mezzanine Loan Agreement (Harrahs Entertainment Inc), Mezzanine Loan Agreement (Harrahs Entertainment Inc)

Claims in Bankruptcy. In the event of any receivership, bankruptcy, reorganization, arrangement, debtor’s relief, relief or other insolvency proceedings proceeding involving any Guarantor as a debtor, Lender (or Servicer on behalf of Lender) shall have the right to prove its claim in any such proceeding so as to establish its rights hereunder and receive directly from the receiver, trustee or other court custodian dividends and payments which would otherwise be payable upon Guarantor Claims. Each Guarantor hereby assigns such dividends and payments to Servicer (on behalf of Lender). Should Lender (or Servicer on behalf of Lender) receive, for application upon against the Guaranteed Obligations, any such dividend or payment which is otherwise payable to Guarantor, any Guarantor and which, as between Borrower and Guarantorany one or both of the Guarantors, shall constitute a credit upon against the Guarantor Claims, then then, upon payment to Lender (or Servicer on behalf of the Lender) in full of the Guaranteed ObligationsObligations or, if earlier, upon consummation of a Permitted Direct Assumption in accordance with Section 7.1 of the Loan Agreement, such Guarantor shall become subrogated to the rights of Lender to the extent that such payments to Lender (or Servicer on behalf of the Lender) on the Guarantor Claims have contributed toward the liquidation of the Guaranteed Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Obligations which would have been unpaid if Lender (or Servicer on behalf of the Lender) had not received dividends or payments upon the Guarantor Claims.

Appears in 7 contracts

Samples: Guaranty (Hospitality Investors Trust, Inc.), Mezzanine Guaranty (Hospitality Investors Trust, Inc.), Mezzanine Guaranty of Recourse Obligations (Hospitality Investors Trust, Inc.)

Claims in Bankruptcy. In the event of receivership, bankruptcy, -------------------- reorganization, arrangement, debtor’s 's relief, or other insolvency proceedings involving Guarantor Borrower as debtor, Lender (or Servicer on behalf of Lender) the Lenders shall have the right to prove its their claim in any such proceeding proceeding, so as to establish its their rights hereunder and receive directly from the receiver, trustee or other court custodian custodian, dividends and payments which would otherwise be payable upon Guarantor Claims. In such event, Guarantor hereby assigns such dividends and payments to Servicer (on behalf of Lender)the Lenders. Should the Administrative Agent or any Lender (or Servicer on behalf of Lender) receive, for application upon the Guaranteed ObligationsLiabilities, any such dividend or payment which is otherwise payable to Guarantor, and which, as between Borrower and Guarantor, shall constitute a credit upon the Guarantor Claims, then upon payment to Lender (or Servicer on behalf of the Lender) in full of the Guaranteed ObligationsLiabilities, Guarantor shall become subrogated to the rights of Lender the Lenders to the extent that such payments to Lender (or Servicer on behalf of the Lender) Lenders on the Guarantor Claims have contributed toward the liquidation of the Guaranteed ObligationsLiabilities, and such subrogation shall be with respect to that proportion portion of the Guaranteed Obligations Liabilities which would have been unpaid if the Administrative Agent or a Lender (or Servicer on behalf of the Lender) had not received dividends or payments upon the Guarantor Claims.

Appears in 5 contracts

Samples: Guaranty Agreement (St Mary Land & Exploration Co), Guaranty Agreement (St Mary Land & Exploration Co), Guaranty Agreement (St Mary Land & Exploration Co)

Claims in Bankruptcy. In the event of receivership, bankruptcy, reorganization, arrangement, debtor’s relief, or other insolvency proceedings involving Guarantor the Borrower or any Subsidiary of the Borrower, as debtor, Lender (or Servicer on behalf of Lender) the Lenders shall have the right to prove its their claim in any such proceeding proceeding, so as to establish its their rights hereunder and receive directly from the receiver, trustee or other court custodian custodian, dividends and payments which would otherwise be payable upon Guarantor Claims. Each Guarantor hereby assigns such dividends and payments to Servicer (on behalf the Administrative Agent, for the benefit of Lender)the Lenders. Should the Administrative Agent or any Lender (or Servicer on behalf of Lender) receive, for application upon the Guaranteed Obligations, any such dividend or payment which is otherwise payable to any Guarantor, and which, as between the Borrower or any Subsidiary of the Borrower and any Guarantor, shall constitute a credit upon the Guarantor Claims, then upon payment to Lender (or Servicer on behalf of the Lender) in full of the Guaranteed Obligations, such Guarantor shall become subrogated to the rights of Lender the Lenders to the extent that such payments to Lender (or Servicer on behalf of the Lender) Lenders on the Guarantor Claims have contributed toward the liquidation of the Guaranteed Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Obligations which would have been unpaid if the Administrative Agent or a Lender (or Servicer on behalf of the Lender) had not received dividends or payments upon the Guarantor Claims.

Appears in 4 contracts

Samples: Credit Agreement (Willbros Group, Inc.\NEW\), Credit Agreement (Willbros Group, Inc.\NEW\), Credit Agreement (Willbros Group, Inc.\NEW\)

Claims in Bankruptcy. In the event of receivership, bankruptcy, reorganization, arrangement, debtor’s relief, or other insolvency proceedings involving Guarantor as debtorany Obligor, Lender (or Servicer the Subordinated Noteholder Representative on behalf of Lender) the Guaranteed Creditors shall have the right to prove its their claim in any such proceeding proceeding, so as to establish its their rights hereunder and receive directly from the receiver, trustee or other court custodian custodian, dividends and payments which would otherwise be payable upon Guarantor Obligor Claims. Guarantor Each Obligor hereby assigns such dividends and payments to Servicer (on behalf the Subordinated Noteholder Representative for the benefit of Lender)the Guaranteed Creditors for application against the Obligations. Should Lender (any Agent or Servicer on behalf of Lender) Guaranteed Creditor receive, for application upon the Guaranteed Obligations, any such dividend or payment which is otherwise payable to Guarantorany Obligor, and which, as between Borrower and Guarantorsuch Obligors, shall constitute a credit upon the Guarantor Obligor Claims, then upon payment to Lender (or Servicer on behalf in full in cash of the Lender) in full of the Guaranteed Obligations, Guarantor the intended recipient shall become subrogated to the rights of Lender the Subordinated Noteholder Representative and the Guaranteed Creditors to the extent that such payments to Lender (or Servicer on behalf of the Lender) Subordinated Noteholder Representative and the Guaranteed Creditors on the Guarantor Obligor Claims have contributed toward the liquidation of the Guaranteed Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Obligations which would have been unpaid if Lender (or Servicer on behalf of the Lender) Subordinated Noteholder Representative and the Guaranteed Creditors had not received dividends or payments upon the Guarantor Obligor Claims.

Appears in 4 contracts

Samples: Subordinated Guaranty and Pledge Agreement (Teton Energy Corp), Subordinated Guaranty and Pledge Agreement (Teton Energy Corp), Subordinated Guaranty and Pledge Agreement (Teton Energy Corp)

Claims in Bankruptcy. In the event of any receivership, bankruptcy, reorganization, arrangement, debtor’s relief, relief or other insolvency proceedings proceeding involving any Guarantor as a debtor, Lender (or Servicer on behalf of Lender) shall have the right to prove its claim in any such proceeding so as to establish its rights hereunder and receive directly from the receiver, trustee or other court custodian dividends and payments which would otherwise be payable upon Guarantor Claims. Each Guarantor hereby assigns such dividends and payments to Servicer (on behalf of Lender). Should Lender (or Servicer on behalf of Lender) receive, for application upon against the Guaranteed Obligations, any such dividend or payment which is otherwise payable to Guarantor, any Guarantor and which, as between Borrower or any Individual Borrower and/or Operating Lessee and Guarantorany one or both of the Guarantors, shall constitute a credit upon against the Guarantor Claims, then then, upon payment to Lender (or Servicer on behalf of the Lender) in full of the Guaranteed ObligationsObligations or, if earlier, upon consummation of a Permitted Direct Assumption in accordance with Section 7.1 of the Loan Agreement, such Guarantor shall become subrogated to the rights of Lender to the extent that such payments to Lender (or Servicer on behalf of the Lender) on the Guarantor Claims have contributed toward the liquidation of the Guaranteed Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Obligations which would have been unpaid if Lender (or Servicer on behalf of the Lender) had not received dividends or payments upon the Guarantor Claims.

Appears in 3 contracts

Samples: Guaranty of Recourse Obligations (Hospitality Investors Trust, Inc.), Guaranty of Recourse Obligations (Hospitality Investors Trust, Inc.), Guaranty of Recourse Obligations (Hospitality Investors Trust, Inc.)

Claims in Bankruptcy. In the event of receivership, -------------------- bankruptcy, reorganization, arrangement, debtor’s 's relief, or other insolvency proceedings involving Guarantor Borrower as debtor, Lender (or Servicer on behalf of Lender) the Lenders shall have the right to prove its their claim in any such proceeding proceeding, so as to establish its their rights hereunder and receive directly from the receiver, trustee or other court custodian custodian, dividends and payments which would otherwise be payable upon Guarantor Claims. In such event, Guarantor hereby assigns such dividends and payments to Servicer (on behalf of Lender)the Lenders. Should the Administrative Agent or any Lender (or Servicer on behalf of Lender) receive, for application upon the Guaranteed ObligationsLiabilities, any such dividend or payment which is otherwise payable to Guarantor, and which, as between Borrower and Guarantor, shall constitute a credit upon the Guarantor Claims, then upon payment to Lender (or Servicer on behalf of the Lender) in full of the Guaranteed ObligationsLiabilities, Guarantor shall become subrogated to the rights of Lender the Lenders to the extent that such payments to Lender (or Servicer on behalf of the Lender) Lenders on the Guarantor Claims have contributed toward the liquidation of the Guaranteed ObligationsLiabilities, and such subrogation shall be with respect to that proportion portion of the Guaranteed Obligations Liabilities which would have been unpaid if the Administrative Agent or a Lender (or Servicer on behalf of the Lender) had not received dividends or payments upon the Guarantor Claims.

Appears in 3 contracts

Samples: Guaranty Agreement (St Mary Land & Exploration Co), Guaranty Agreement (St Mary Land & Exploration Co), Guaranty Agreement (St Mary Land & Exploration Co)

Claims in Bankruptcy. In the event of receivership, bankruptcy, reorganization, arrangement, debtor’s relief, or other insolvency proceedings involving Guarantor as debtor, Lender (or Servicer on behalf of Lender) shall have the right to prove its Lender’s claim in any such proceeding so as to establish its Lender’s rights hereunder and receive directly from the receiver, trustee or other court custodian dividends and payments which would otherwise be payable upon Guarantor Guarantor’s Claims. Guarantor hereby assigns such dividends and payments to Servicer (on behalf of Lender). Should Lender (or Servicer on behalf of Lender) receive, for application upon the Guaranteed ObligationsDebt, any such dividend or payment which is otherwise payable to Guarantor, and which, as between Borrower and Guarantor, shall constitute a credit upon the Guarantor Guarantor’s Claims, then upon payment to Lender (or Servicer on behalf of the Lender) in full of the Guaranteed ObligationsDebt, Guarantor shall become subrogated to the rights of Lender to the extent that such payments to Lender (or Servicer on behalf of the Lender) on the Guarantor Guarantor’s Claims have contributed toward the liquidation of the Guaranteed ObligationsDebt, and such subrogation shall be with respect to that the proportion of the Guaranteed Obligations Debt which would have been unpaid if Lender (or Servicer on behalf of the Lender) had not received dividends or payments upon the Guarantor Guarantor’s Claims.

Appears in 2 contracts

Samples: Guaranty (Carter Validus Mission Critical REIT, Inc.), Guaranty (Grubb & Ellis Healthcare REIT II, Inc.)

Claims in Bankruptcy. In the event of receivership, bankruptcy, reorganization, arrangement, debtor’s relief, or other insolvency proceedings involving Guarantor as debtorany Guarantor, Lender (or Servicer the Administrative Agent on behalf of Lender) the Guaranteed Creditors shall have the right to prove its their claim in any such proceeding proceeding, so as to establish its their rights hereunder and receive directly from the receiver, trustee or other court custodian custodian, dividends and payments which would otherwise be payable upon Guarantor Claims. Each Guarantor hereby assigns such dividends and payments to Servicer (on behalf the Administrative Agent for the benefit of Lender)the Guaranteed Creditors for application against the Indebtedness as provided under Section 10.02(c) of the Credit Agreement. Should Lender (or Servicer on behalf of Lender) any Guaranteed Creditor receive, for application upon the Guaranteed ObligationsIndebtedness, any such dividend or payment which is otherwise payable to any Guarantor, and which, as between Borrower and Guarantorsuch Guarantors, shall constitute a credit upon the Guarantor Claims, then upon payment to Lender (or Servicer on behalf of Payment in Full, the Lender) in full of the Guaranteed Obligations, Guarantor intended recipient shall become subrogated to the rights of Lender such Guaranteed Creditor to the extent that such payments dividend or payment to Lender (or Servicer on behalf of the Lender) on the Guarantor Claims have such Guaranteed Creditor contributed toward the liquidation of the Guaranteed ObligationsIndebtedness, and such subrogation shall be with respect to that proportion of the Guaranteed Obligations Indebtedness which would have been unpaid if Lender (or Servicer on behalf of the Lender) such Guaranteed Creditor had not received dividends such dividend or payments upon the Guarantor Claimspayment.

Appears in 2 contracts

Samples: Guaranty Agreement, Guaranty Agreement (Exterran Partners, L.P.)

Claims in Bankruptcy. In the event of receivership, bankruptcy, reorganization, arrangement, debtor’s 's relief, or other insolvency proceedings involving Guarantor as debtorthe Company, Lender (or Servicer the Administrative Agent on behalf of Lender) the Agents and the Lenders shall have the right to prove its their claim in any such proceeding proceeding, so as to establish its their rights hereunder and receive directly from the receiver, trustee or other court custodian custodian, dividends and payments which would otherwise be payable upon Guarantor Claims. The Guarantor hereby assigns such dividends and payments to Servicer (on behalf the Administrative Agent for the benefit of Lender)the Agents and the Lenders. Should any Agent or Lender (or Servicer on behalf of Lender) receive, for application upon the Guaranteed Obligations, any such dividend or payment which is otherwise payable to the Guarantor, and which, as between Borrower the Company and the Guarantor, shall constitute a credit upon the Guarantor Claims, then upon payment to Lender (or Servicer on behalf of the Lender) in full of the Guaranteed ObligationsObligations and the termination of the Commitments, the Guarantor shall become subrogated to the rights of Lender the Agents and the Lenders to the extent that such payments to Lender (or Servicer on behalf of the Lender) Agents and the Lenders on the Guarantor Claims have contributed toward the liquidation of the Guaranteed Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Obligations which would have been unpaid if Lender (or Servicer on behalf of the Lender) Agents and the Lenders had not received dividends or payments upon the Guarantor Claims.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Ocean Energy Inc /Tx/), Guaranty Agreement (Ocean Energy Inc /Tx/)

Claims in Bankruptcy. In the event of receivership, bankruptcy, reorganization, arrangement, debtor’s relief, or other insolvency proceedings involving Guarantor Borrower as debtor, Lender (or Servicer on behalf of Lender) the Credit Parties shall have the right to prove its claim in any such proceeding so as to establish its rights hereunder and receive directly from the receiver, trustee trustee, or other court custodian dividends and payments which would otherwise be payable upon Guarantor Claims. Each Guarantor hereby assigns such dividends and payments to Servicer (on behalf of Lender)the Credit Parties. Should Lender (or Servicer on behalf of Lender) any Credit Party receive, for application upon the Guaranteed ObligationsDebt, any such dividend or payment which is otherwise payable to any Guarantor, and which, as between Borrower and such Guarantor, shall constitute a credit upon the Guarantor Claims, then upon indefeasible payment to Lender (or Servicer on behalf of the Lender) Credit Parties in full of the Guaranteed ObligationsDebt, and the termination or expiration of all Letters of Credit and the Total Revolving Credit Commitment, such Guarantor shall become subrogated to the rights of Lender the Credit Parties to the extent that such payments to Lender (or Servicer on behalf of the Lender) Credit Parties on the Guarantor Claims have contributed toward the liquidation of the Guaranteed ObligationsDebt, and such subrogation shall be with respect to that proportion of the Guaranteed Obligations Debt which would have been unpaid if Lender (or Servicer on behalf of the Lender) Credit Parties had not received dividends or payments upon the Guarantor Claims.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Horton D R Inc /De/), Revolving Credit Agreement (Horton D R Inc /De/)

Claims in Bankruptcy. In the event of receivership, bankruptcy, reorganization, arrangement, debtor’s 's relief, or other insolvency proceedings involving Guarantor the Borrower or any Subsidiary of the Borrower, as debtor, Lender (or Servicer on behalf of Lender) the Lenders shall have the right to prove its their claim in any such proceeding proceeding, so as to establish its their rights hereunder and receive directly from the receiver, trustee or other court custodian custodian, dividends and payments which would otherwise be payable upon Guarantor Claims. Each Guarantor hereby assigns such dividends and payments to Servicer (on behalf the Lenders, subject to the prior rights of Lender)the Senior Agent and the Senior Lenders. Should the Agent or any Lender (or Servicer on behalf of Lender) receive, for application upon the Guaranteed Subordinated Obligations, any such dividend or payment which is otherwise payable to any Guarantor, and which, as between the Borrower or any Subsidiary of the Borrower and any Guarantor, shall constitute a credit upon the Guarantor Claims, then upon payment to Lender (or Servicer on behalf of the Lender) in full of the Guaranteed Subordinated Obligations, such Guarantor shall become subrogated to the rights of Lender the Lenders to the extent that such payments to Lender (or Servicer on behalf of the Lender) Lenders on the Guarantor Claims have contributed toward the liquidation of the Guaranteed Subordinated Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Subordinated Obligations which would have been unpaid if the Agent or a Lender (or Servicer on behalf of the Lender) had not received dividends or payments upon the Guarantor Claims.

Appears in 1 contract

Samples: Subordinated Credit Agreement (Brigham Exploration Co)

Claims in Bankruptcy. In the event of receivershipany proceedings under any Debtor Relief Laws involving the Borrower or any Subsidiary of the Borrower, bankruptcy, reorganization, arrangement, debtor’s relief, or other insolvency proceedings involving Guarantor as debtor, Lender (or Servicer on behalf of Lender) the Lenders shall have the right to prove its their claim in any such proceeding proceeding, so as to establish its their rights hereunder and receive directly from the receiver, trustee or other court custodian custodian, dividends and payments which would otherwise be payable upon Subsidiary Guarantor Claims. Each Subsidiary Guarantor hereby assigns such dividends and payments to Servicer (on behalf of Lender)the Lenders. Should the Administrative Agent or any Lender (or Servicer on behalf of Lender) receive, for application upon the Guaranteed Obligations, any such dividend or payment which is otherwise payable to any Subsidiary Guarantor, and which, as between the Borrower or any Subsidiary of the Borrower and any Subsidiary Guarantor, shall constitute a credit upon the Subsidiary Guarantor Claims, then upon payment to Lender (or Servicer on behalf of the Lender) in full of the Guaranteed Obligations, such Subsidiary Guarantor shall become subrogated to the rights of Lender the Lenders to the extent that such payments to Lender (or Servicer on behalf of the Lender) Lenders on the Subsidiary Guarantor Claims have contributed toward the liquidation of the Guaranteed Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Obligations which would have been unpaid if the Administrative Agent or a Lender (or Servicer on behalf of the Lender) had not received dividends or payments upon the Subsidiary Guarantor Claims.

Appears in 1 contract

Samples: Credit Agreement (Enovation Controls, Inc.)

Claims in Bankruptcy. In the event of receivership, bankruptcy, reorganization, arrangement, debtor’s relief, relief or other insolvency proceedings involving Guarantor as debtorany Grantor, Lender (or Servicer the Administrative Agent on behalf of Lender) the Secured Parties shall have the right to prove its their claim in any such proceeding proceeding, so as to establish its their rights hereunder and receive directly from the receiver, trustee or other court custodian dividends and payments which would otherwise be payable upon Guarantor Claims. Guarantor Each Grantor hereby assigns such dividends and payments to Servicer (on behalf the Administrative Agent for the benefit of Lender)the Secured Parties for application against the Secured Obligations as provided under Section 8.2 of the Term Loan Agreement. Should Lender (the Administrative Agent or Servicer on behalf of Lender) any other Secured Party receive, for application upon the Guaranteed Secured Obligations, any such dividend or payment which is otherwise payable to Guarantorany Grantor, and which, as between Borrower and Guarantorsuch Grantor, shall constitute a credit upon the Guarantor Claims, then upon payment to Lender (or Servicer on behalf of the Lender) in full of the Guaranteed Secured Obligations (other than (i) contingent obligations as to which no claim exists or has been asserted, (ii) Hedging Obligations owed by any Loan Party to any Lender- Related Hedge Provider, and (iii) Bank Product Obligations), Guarantor the intended recipient shall become subrogated to the rights of Lender the Administrative Agent and the other Secured Parties to the extent that such payments to Lender (or Servicer on behalf of the Lender) Administrative Agent and the other Secured Parties on the Guarantor Claims have contributed toward the liquidation of the Guaranteed Secured Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Secured Obligations which would have been unpaid if Lender (or Servicer on behalf of the Lender) Administrative Agent and the other Secured Parties had not received dividends or payments upon the Guarantor Claims.

Appears in 1 contract

Samples: Term Loan Agreement (Root, Inc.)

Claims in Bankruptcy. In the event of receivership, bankruptcy, reorganization, arrangement, debtor’s relief, 's relief or other insolvency proceedings involving Guarantor as debtordebtor (a "Guarantor Bankruptcy"), Lender (or Servicer on behalf of Lender) shall have the right and authority, either in its own name or as an attorney-in-fact for Guarantor, to prove its claim in any such proceeding and to take such other steps as may be necessary so as to establish its rights hereunder and receive directly from the receiver, trustee or other court custodian custodian, dividends and payments which would otherwise be payable pursuant to or in satisfaction of any of the Guarantor's Conditional Rights. Effective upon a Guarantor Claims. Bankruptcy or such earlier period as permitted by the bankruptcy court, Guarantor hereby assigns any and all such dividends and payments to Servicer (on behalf of Lender). Should Lender (or Servicer on behalf of Lender) receive, for application upon against the Guaranteed Obligations, any such dividend or payment which is otherwise payable to Guarantor, Guarantor and which, as between Borrower and Guarantor, shall constitute a credit upon against any of the Guarantor ClaimsGuarantor's Conditional Rights, then then, upon payment to Lender (or Servicer on behalf of the Lender) and performance in full of the Indebtedness and the Guaranteed Obligations, Guarantor shall become subrogated to the rights of Lender to the extent that such payments to Lender (with respect to, or Servicer on behalf of the Lender) on the Guarantor Claims in satisfaction of, such Guarantor's Conditional Rights have contributed toward the liquidation of the Guaranteed Obligations, Obligations and such subrogation shall be with respect to that proportion of the Guaranteed Obligations which would have been remained unpaid if had Lender (or Servicer on behalf of the Lender) had not received such dividends or payments upon the Guarantor ClaimsGuarantor's Conditional Rights.

Appears in 1 contract

Samples: Guaranty (Stratus Properties Inc)

Claims in Bankruptcy. In the event of receivership, bankruptcy, reorganization, arrangement, debtor’s relief, or other insolvency proceedings involving Guarantor the Borrower or any Subsidiary of the Borrower, as debtor, Lender (or Servicer on behalf of Lender) the Lenders shall have the right to prove its their claim in any such proceeding proceeding, so as to establish its their rights hereunder and receive directly from the receiver, trustee or other court custodian custodian, dividends and payments which would otherwise be payable upon Guarantor Claims. Each Guarantor hereby assigns such dividends and payments to Servicer (on behalf the Lenders, subject to the prior rights of Lender)the Senior Agent and the Senior Lenders. Should the Agent or any Lender (or Servicer on behalf of Lender) receive, for application upon the Guaranteed Subordinated Obligations, any such dividend or payment which is otherwise payable to any Guarantor, and which, as between the Borrower or any Subsidiary of the Borrower and any Guarantor, shall constitute a credit upon the Guarantor Claims, then upon payment to Lender (or Servicer on behalf of the Lender) in full of the Guaranteed Subordinated Obligations, such Guarantor shall become subrogated to the rights of Lender the Lenders to the extent that such payments to Lender (or Servicer on behalf of the Lender) Lenders on the Guarantor Claims have contributed toward the liquidation of the Guaranteed Subordinated Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Subordinated Obligations which would have been unpaid if the Agent or a Lender (or Servicer on behalf of the Lender) had not received dividends or payments upon the Guarantor Claims.

Appears in 1 contract

Samples: Subordinated Credit Agreement (Brigham Exploration Co)

Claims in Bankruptcy. In the event of receivership, bankruptcy, reorganization, arrangement, debtor’s relief, or other insolvency proceedings involving Guarantor as debtor, Lender (or Servicer on behalf of Lender) shall have the right to prove its claim in any such proceeding so as to establish its rights hereunder and receive directly from the receiver, trustee or other court custodian dividends and payments which would otherwise be payable upon Guarantor Claims. Guarantor hereby assigns such dividends and payments to Servicer (on behalf of Lender). Should Lender (or Servicer on behalf of Lender) receive, for application upon the Guaranteed Obligations, any such dividend or payment which is otherwise payable to Guarantor, and which, as between Borrower and Guarantor, shall constitute a credit upon the Guarantor Claims, then upon payment to Lender (or Servicer on behalf of the Lender) in full of the Guaranteed Obligations, Guarantor shall become subrogated to the rights of Lender to the extent that such payments to Lender (or Servicer on behalf of the Lender) on the Guarantor Claims have contributed toward the liquidation of the Guaranteed Obligations, and AMENDED AND RESTATED GUARANTY - Page 9 (PRIME GROUP REALTY, L.P.) 43412-20/Continental Towers such subrogation shall be with respect to that proportion of the Guaranteed Obligations which would have been unpaid if Lender (or Servicer on behalf of the Lender) had not received dividends or payments upon the Guarantor Claims.

Appears in 1 contract

Samples: Guaranty (Prime Group Realty Trust)

Claims in Bankruptcy. In the event of receivership, bankruptcy, reorganization, arrangement, debtor’s relief, relief or other insolvency proceedings involving Guarantor as debtorany Guarantor, Lender (or Servicer the Administrative Agent on behalf of Lender) the Lenders shall have the right to prove its their claim in any such proceeding proceeding, so as to establish its their rights hereunder and receive directly from the receiver, trustee or other court custodian dividends and payments which would otherwise be payable upon Guarantor Claims. Each Guarantor hereby assigns such dividends and payments to Servicer (on behalf the Administrative Agent for the benefit of Lender)the Lenders for application against the Guaranteed Obligations as provided in the Credit Agreement. Should the Administrative Agent or any other Lender (or Servicer on behalf of Lender) receive, for application upon the Guaranteed Obligations, any such dividend or payment which is otherwise payable to any Guarantor, and which, as between Borrower and such Guarantor, shall constitute a credit upon the Guarantor Claims, then upon payment to Lender (or Servicer on behalf of the Lender) in full of the Guaranteed ObligationsObligations and termination of all Term Loan Commitments, Guarantor the intended recipient shall become subrogated to the rights of Lender the Administrative Agent and the other Lenders to the extent that such payments to Lender (or Servicer on behalf of the Lender) Administrative Agent and the other Lenders on the Guarantor Claims have contributed toward the liquidation of the Guaranteed Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Obligations which would have been unpaid if Lender (or Servicer on behalf of the Lender) Administrative Agent and the other Lenders had not received dividends or payments upon the Guarantor Claims.

Appears in 1 contract

Samples: Credit Agreement (GTY Technology Holdings Inc.)

Claims in Bankruptcy. In the event of receivership, bankruptcy, reorganization, arrangement, debtor’s 's relief, or other insolvency proceedings involving Guarantor as debtor, Lender (or Servicer on behalf of Lender) the Bank shall have the right to prove its claim in any such proceeding so as to establish its rights hereunder and receive directly from the receiver, trustee or other court custodian dividends and payments which would otherwise be payable upon Guarantor Claimson account of any debt or liability of an Account Party or any other Palomino Party to Guarantor. Guarantor hereby assigns such dividends and payments to Servicer (on behalf of Lender)the Bank. Should Lender (or Servicer on behalf of Lender) the Bank receive, for application upon the Guaranteed Obligations, any such dividend or payment which is otherwise payable to Guarantor, and which, as between Borrower an Account Party or any other Palomino Party and Guarantor, shall constitute a credit upon the Guarantor Claimson account of a claim or liability of such Account Party or such other Palomino Party to Guarantor, then upon payment to Lender (or Servicer on behalf of the Lender) Bank in full of all Guaranteed Obligations and the Guaranteed Obligationstermination of this Guaranty pursuant to Section 7.1 hereof, Guarantor shall become subrogated to the rights of Lender the Bank to the extent that such payments to Lender (the Bank on account of such claim or Servicer on behalf of the Lender) on the Guarantor Claims liability have contributed toward the liquidation of the Guaranteed Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Obligations which would have been unpaid if Lender (or Servicer on behalf of the Lender) Bank had not received dividends or payments upon the Guarantor Claimson account of such claim or liability.

Appears in 1 contract

Samples: Guaranty (Wellsford Real Properties Inc)

Claims in Bankruptcy. In the event of any receivership, bankruptcy, reorganization, arrangement, debtor’s relief, relief or other insolvency proceedings proceeding involving Guarantor as a debtor, Agent and Lender (or Servicer on behalf of Lender) shall have the right to prove its their claim in any such proceeding so as to establish its rights hereunder and receive directly from the receiver, trustee or other court custodian dividends and payments which would otherwise be payable upon Guarantor Claims. Guarantor hereby assigns such dividends dividends, distributions and payments to Servicer Agent (on behalf for the benefit of Lender). Should Agent or Lender (or Servicer on behalf of Lender) receive, for application upon against the Guaranteed Completion Obligations, any such dividend or payment which is otherwise payable to Guarantor, Guarantor and which, as between Borrower and Guarantor, shall constitute a credit upon against the Guarantor Claims, then then, upon the ninety-first (91st) day after irrevocable payment to Lender Agent (or Servicer on behalf for the benefit of the Lender) in full of the Obligations and the Guaranteed Completion Obligations, Guarantor shall become subrogated to the rights of Lender Agent or Lender, as applicable, to the extent that such payments to Lender (Agent or Servicer on behalf of the Lender) , as applicable, on the Guarantor Claims have contributed toward the liquidation of the Guaranteed Completion Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Completion Obligations which would have been unpaid if Lender (Agent or Servicer on behalf of the Lender) , as applicable, had not received dividends or payments upon the Guarantor Claims.

Appears in 1 contract

Samples: Guaranty of Completion (Allegiant Travel CO)

Claims in Bankruptcy. In the event of receivership, bankruptcy, reorganization, arrangement, debtor’s 's relief, or other insolvency proceedings involving Guarantor Borrower as debtor, Lender (or Servicer on behalf of Lender) the Noteholders shall have the right to prove its their claim in any such proceeding proceeding, so as to establish its rights hereunder and receive directly from the receiver, trustee or other court custodian custodian, dividends and payments which would otherwise be payable upon Guarantor Claims. Guarantor hereby assigns such dividends and payments to Servicer (on behalf of Lender)the Noteholders. Should Lender (Agent or Servicer on behalf of Lender) any Noteholder receive, for application upon the Guaranteed ObligationsLiabilities, any such dividend or payment which is otherwise payable to Guarantor, and which, as between Borrower and Guarantor, shall constitute a credit upon the Guarantor Claims, then upon payment to Lender (or Servicer on behalf of the Lender) in full of the Guaranteed ObligationsLiabilities, Guarantor shall become subrogated to the rights of Lender Agent or the Noteholders, as applicable, to the extent that such payments to Lender (Agent or Servicer on behalf of the Lender) Noteholders, as applicable, on the Guarantor Claims have contributed toward the liquidation of the Guaranteed ObligationsLiabilities, and such subrogation shall be with respect to that proportion of the Guaranteed Obligations Liabilities which would have been unpaid if Lender (Agent or Servicer on behalf of the Lender) Noteholders, as applicable, had not received dividends or payments upon the Guarantor Claims.

Appears in 1 contract

Samples: Indenture (Brigham Holdings Ii LLC)

Claims in Bankruptcy. In the event of receivership, bankruptcy, reorganization, arrangement, debtor’s 's relief, or other insolvency proceedings involving Guarantor Borrower as debtor, Lender (or Servicer on behalf of Lender) the Credit Parties shall have the right to prove its claim in any such proceeding so as to establish its rights hereunder and receive directly from the receiver, trustee trustee, or other court custodian dividends and payments which would otherwise be payable upon Guarantor Claims. Each Guarantor hereby assigns such dividends and payments to Servicer (on behalf of Lender)the Credit Parties. Should Lender (or Servicer on behalf of Lender) any Credit Party receive, for application upon the Guaranteed ObligationsDebt, any such dividend or payment which is otherwise payable to any Guarantor, and which, as between Borrower and such Guarantor, shall constitute a credit upon the Guarantor Claims, then upon indefeasible payment to Lender (or Servicer on behalf of the Lender) Credit Parties in full of the Guaranteed ObligationsDebt, and the termination or expiration of all Letters of Credit and the Total Revolving Credit Commitment, such Guarantor shall become subrogated to the rights of Lender the Credit Parties to the extent that such payments to Lender (or Servicer on behalf of the Lender) Credit Parties on the Guarantor Claims have contributed toward the liquidation of the Guaranteed ObligationsDebt, and such subrogation shall be with respect to that proportion of the Guaranteed Obligations Debt which would have been unpaid if Lender (or Servicer on behalf of the Lender) Credit Parties had not received dividends or payments upon the Guarantor Claims.

Appears in 1 contract

Samples: Revolving Credit Agreement (Horton D R Inc /De/)

Claims in Bankruptcy. In the event of receivership, bankruptcy, reorganization, arrangement, debtor’s relief, relief or other insolvency proceedings involving Guarantor as debtorany Guarantor, Lender (or Servicer the Administrative Agent on behalf of Lender) the Beneficiaries shall have the right to prove its their claim in any such proceeding proceeding, so as to establish its their rights hereunder and receive directly from the receiver, trustee or other court custodian dividends and payments which would otherwise be payable upon Guarantor Claims. Each Guarantor hereby assigns such dividends and payments to Servicer (on behalf the Administrative Agent for the benefit of Lender)the Beneficiaries for application against the Guaranteed Obligations as provided under the Credit Agreement. Should Lender (the Administrative Agent or Servicer on behalf of Lender) any other Beneficiary receive, for application upon the Guaranteed Obligations, any such dividend or payment which is otherwise payable to any Guarantor, and which, as between Borrower and such Guarantor, shall constitute a credit upon the Guarantor Claims, then upon payment to Lender (or Servicer on behalf of the Lender) in full in cash of the Guaranteed ObligationsObligations and termination of all Commitments, Guarantor the intended recipient shall become subrogated to the rights of Lender the Administrative Agent and the other Beneficiaries to the extent that such payments to Lender (or Servicer on behalf of the Lender) Administrative Agent and the other Beneficiaries on the Guarantor Claims have contributed toward the liquidation of the Guaranteed Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Obligations which would have been unpaid if Lender (or Servicer on behalf of the Lender) Administrative Agent and the other Beneficiaries had not received dividends or payments upon the Guarantor Claims.

Appears in 1 contract

Samples: Guaranty Agreement (Skyward Specialty Insurance Group, Inc.)