Common use of Continuation and Reinstatement, etc Clause in Contracts

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligation is rescinded or must otherwise be restored by the Lender upon the bankruptcy or reorganization of Borrower or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 9, and not in limitation of any other right which the Lender may have at law or in equity against the Borrower or a Corporate Guarantor by virtue hereof, upon failure of the Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the Lender, forthwith pay or cause to be paid to the Lender in cash an amount equal to the unpaid amount of all the Obligations with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a) hereof, and thereupon the Lender shall assign such Obligation, together with all security interests, if any, then held by the Lender in respect of such Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors against the Borrower, arising as a result of the payment by any Corporate Guarantor of any sums to the Lender or directly to the Lender hereunder by way of right of subrogation or otherwise shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full of all the Obligations. If any amount shall be paid to such Corporate Guarantor for the account of the Borrower, such amount shall be held in trust for the benefit of the Lender, segregated from such Corporate Guarantor's own assets, and shall forthwith be paid to the Lender to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty Guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligation is rescinded or must otherwise be restored by the Lender Administrative Agent, any Lender, the Issuing Bank or any other Secured Party upon the bankruptcy or reorganization of Borrower or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 9, and not in limitation of any other right which the Lender Administrative Agent, any Lender, the Issuing Bank or any other Secured Party may have at law or in equity against the Borrower Borrower, a Guarantor or a Corporate Guarantor any other Person by virtue hereof, upon failure of the Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the LenderAdministrative Agent, any Lender or any other Secured Party, forthwith pay or cause to be paid to the Lender Administrative Agent for the benefit of the Secured Parties (as applicable) in cash an amount equal to the unpaid amount of all the Obligations such Obligation with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a2.8(a) hereof, and thereupon the Lender Administrative Agent shall assign such Obligation, together with all security interests, if any, then held by the Lender Administrative Agent in respect of such Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Administrative Agent on behalf of the Secured Parties with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations (including interest accruing on and after the filing of any petition in bankruptcy or of reorganization of an obligor whether or not post filing interest is allowed in such proceeding) and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors a Guarantor against the Borrower, arising as a result of the payment by any Corporate such Guarantor of any sums to the Lender Administrative Agent for the benefit of the Secured Parties or directly to the Lender Secured Parties hereunder by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full in cash of all the ObligationsObligations (including interest accruing on and after the filing of any petition in bankruptcy or of reorganization of an obligor whether or not post filing interest is allowed in such proceeding). If any amount shall be paid to such Corporate Guarantor for the account of the Borrower, such amount shall be held in trust for the benefit of the LenderAdministrative Agent, segregated from such Corporate Guarantor's own assets, and shall forthwith be paid to the Lender Administrative Agent on behalf of the Secured Parties to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of principal of or interest on any Guaranteed Obligation is rescinded or must otherwise be restored by the Lender Agent upon the bankruptcy or other reorganization of Borrower or a Corporate Guarantor, Seller or otherwise. In furtherance of the provisions of this Article 9Guaranty, and not in limitation of any other right which the Lender Agent may have at law or in equity against the Borrower or a Corporate Guarantor Seller by virtue hereof, upon failure of the Borrower Seller to pay any Guaranteed Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the LenderAgent, forthwith pay or cause to be paid to the Lender Agent in cash an amount equal to the unpaid amount of all the Obligations with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a) hereofsuch Guaranteed Obligation, and thereupon the Lender Agent shall assign such Guaranteed Obligation, together with all security interests, if any, then held by the Lender Agent or Purchaser in respect of such Guaranteed Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such paymentsGuarantor. (b) All Upon payment by Guarantor of any sums to Agent hereunder, all rights of the Corporate Guarantors Guarantor against the BorrowerSeller involved, arising as a result of the payment by any Corporate Guarantor of any sums to the Lender or directly to the Lender hereunder thereof by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated subordinate and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, to the prior final and indefeasible payment in full of all the ObligationsGuaranteed Obligations (other than unasserted contingent indemnification obligations) to Agent. If any amount shall be paid to such Corporate Guarantor for the account of the BorrowerSeller, such amount shall be held in trust for the benefit of the Lender, segregated from such Corporate Guarantor's own assets, and shall forthwith be paid to the Lender Agent to be credited and applied to the Guaranteed Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (ai) Each Corporate Guarantor further agrees that its guaranty Guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligation is rescinded or must otherwise be restored by the Lender Administrative Agent or any other Secured Party upon the bankruptcy or reorganization of the Borrower or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 9Section 11.03, and not in limitation of any other right which that the Lender Administrative Agent or any other Secured Party may have at law or in equity against the Borrower Borrower, a Guarantor or a Corporate Guarantor any other Person by virtue hereof, upon failure of the Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the LenderAdministrative Agent on behalf of itself and/or any of the other Secured Parties, forthwith pay or cause to be paid to the Lender Administrative Agent for the benefit of itself and/or the other Secured Parties (as applicable) in cash an amount equal to the unpaid amount of all the such unpaid Obligations with interest thereon from the due date at a rate of interest equal to the rate specified in Section 2.7(a) hereof2.07(b), and thereupon the Lender Administrative Agent shall assign such Obligation, together with all security interests, if any, then held by the Lender Administrative Agent in respect of such Obligation, to the Corporate Guarantor or Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Administrative Agent (on behalf of the Secured Parties) with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (bii) All rights of the Corporate Guarantors each Guarantor against the Borrower, arising as a result of the payment by any Corporate such Guarantor of any sums to the Lender Administrative Agent (for the benefit of the Secured Parties) or directly to the Lender any other Secured Party hereunder by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full of all the ObligationsTermination Date. If any amount shall be paid to such Corporate Guarantor for the account of the BorrowerBorrower (and such payment is not explicitly permitted to be made to such Guarantor under any provision of any Loan Document (including Section 7.07 hereof)), such amount shall be held in trust for the benefit of the LenderAdministrative Agent, segregated from such Corporate Guarantor's ’s own assets, and shall forthwith be paid to the Lender Administrative Agent (on behalf of the Secured Parties) to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of principal of or interest on any Obligation is rescinded or must otherwise be restored by the Lender Agent or the Lenders upon the bankruptcy or reorganization of Borrower the Borrower, any of the Subsidiary Borrowers or a Corporate Guarantorthe Guarantors, or otherwise. In furtherance of the provisions of this Article 9VIII, and not in limitation of any other right which the Lender Agent or the Lenders may have at law or in equity against the Borrower, any Subsidiary Borrower or a Corporate any Guarantor by virtue hereof, upon failure of the Borrower or any Subsidiary Borrower to pay any Obligation when and as the same shall become becomes due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the LenderAgent on behalf of the Lenders, forthwith pay or cause to be paid to the Lender Agent on behalf of the Lenders in cash an amount equal to the unpaid amount of all the Obligations in each case with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a) Article II hereof, and thereupon the Lender Agent and the Lenders shall assign such Obligation, together with all security interests, if any, then held by the Lender Agent or the Lenders in respect of such Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors against the Borrower, arising as a result of the Upon payment by any Corporate Guarantor of any sums to the Lender Agent for the benefit of the Lenders hereunder, all rights of such Guarantor against the Borrower or directly to any Subsidiary Borrower, as the Lender hereunder case may be, arising as a result thereof by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated subordinate and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, to the prior final and indefeasible payment in full of all Obligations to the ObligationsAgent of the Lenders. If any amount shall be paid to such Corporate Guarantor for the account of the Borrower's or any Subsidiary Borrower's Obligations hereunder, such amount shall be held in trust for the benefit of the Lender, segregated from such Corporate Guarantor's own assets, Agent and shall forthwith be paid to the Lender Agent on behalf of the Lenders to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligation is rescinded or must otherwise be restored by the Lender Administrative Agent or the Lenders upon the bankruptcy or reorganization of the Borrower or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 9, and not in limitation of any other right which the Lender Administrative Agent or the Lenders may have at law or in equity against the Borrower Borrower, a Guarantor or a Corporate Guarantor any other Person by virtue hereof, upon failure of the Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the LenderAdministrative Agent on behalf of itself and/or the Lenders, forthwith pay or cause to be paid to the Lender Administrative Agent for the benefit of itself and/or the Lenders (as applicable) in cash an amount equal to the unpaid amount of all the such unpaid Obligations with interest thereon from the due date at a rate of interest equal to the rate specified in Section 2.7(a2.8(a) hereof, and thereupon the Lender Administrative Agent shall assign such Obligation, together with all security interests, if any, then held by the Lender Administrative Agent in respect of such Obligation, to the Corporate Guarantor or Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Administrative Agent on behalf of itself and the Lenders with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors each Guarantor against the Borrower, arising as a result of the payment by any Corporate such Guarantor of any sums to the Lender Administrative Agent for the benefit of the Administrative Agent and/or the Lenders or directly to the Lender Lenders hereunder by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full of all the Obligations. If any amount shall be paid to such Corporate Guarantor for the account of the Borrower, such amount shall be held in trust for the benefit of the LenderAdministrative Agent, segregated from such Corporate Guarantor's ’s own assets, and shall forthwith be paid to the Lender Administrative Agent on behalf of the Administrative Agent and/or the Lenders to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time paymentpayment of any Obligation, or any part thereof, of any Obligation is rescinded or must otherwise be restored by the Lender Administrative Agent or the Lenders upon the bankruptcy or reorganization of the Borrower or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 9, and not in limitation of any other right which the Lender Administrative Agent or the Lenders may have at law or in equity against the Borrower Borrower, a Guarantor or a Corporate Guarantor any other Person by virtue hereof, upon failure of the Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the LenderAdministrative Agent on behalf of itself and/or any of the other Secured Parties, forthwith pay or cause to be paid to the Lender Administrative Agent (for the benefit of itself and/or the Secured Parties, as applicable) in cash an amount equal to the unpaid amount of all the such unpaid Obligations with interest thereon from the due date at a rate of interest equal to the rate specified in Section 2.7(a) hereof2.5(a), and thereupon the Lender Administrative Agent shall assign such Obligation, together with all security interests, if any, then held by the Lender Administrative Agent in respect of such Obligation, to the Corporate Guarantor or Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Administrative Agent (on behalf of the Secured Parties) with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors each Guarantor against the Borrower, Borrower arising as a result of the payment by any Corporate such Guarantor of any sums to the Lender Administrative Agent (for the benefit of the Secured Parties) or directly to the Lender Lenders hereunder by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full of all the ObligationsObligations and the termination of the Commitments. If any amount shall be paid to such Corporate Guarantor for the account of the Borrower, such amount shall be held in trust for the benefit of the LenderAdministrative Agent (on behalf of the Secured Parties), segregated from such Corporate Guarantor's ’s own assets, and shall forthwith be paid to the Lender Administrative Agent to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Subsidiary Guarantor further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligation is rescinded or must is otherwise be restored by the Lender upon the bankruptcy or reorganization of Borrower or a Corporate Guarantor, or otherwiseany Bank. In furtherance of the provisions of this Article 9Section 9.3, and not in limitation of any other right which the Lender Agent or a Bank may have at law or in equity against the Borrower or a Corporate Subsidiary Guarantor by virtue hereof, upon failure of the Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Subsidiary Guarantor hereby promises to and will, upon receipt of written demand by the LenderAgent or any Bank, forthwith pay or cause to be paid to the Lender Agent or such Bank in cash an amount equal to the unpaid amount of all the Obligations with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a) hereof, and thereupon the Lender shall assign such Obligation, together with all security interests, if any, then held by the Lender in respect of such Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such paymentsDefault Rate. (b) All rights of the Corporate Subsidiary Guarantors against the Borrower, arising as a result of the payment by any Corporate Subsidiary Guarantor of any the sums to the Lender Agent or directly to the Lender hereunder a Bank by way of right of subrogation or otherwise shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, to the prior final and indefeasible payment in full of all the ObligationsObligations to the Agent and the Banks. If any amount shall be paid to such Corporate Guarantor Subsidiary Guarantors for the account of the Borrower, such amount shall be held in trust for the benefit of the Lender, segregated from such Corporate Guarantor's own assets, Banks and shall forthwith be paid to the Lender Banks to be credited and applied to the Obligations, whether matured or unmatured. (c) Each Subsidiary Guarantor shall have a right of contribution from each other Subsidiary Guarantor with respect to any sums paid by a Subsidiary Guarantor to a Bank hereunder, which right of contribution shall in all respects be subordinated and junior in right of payment to the prior final and indefeasible payment in full of the Obligations to the Agent and the Banks. (d) The obligations of the Subsidiary Guarantors hereunder shall terminate upon the final and indefeasible payment in full of the Obligations to the Agent and the Banks. In addition, the Agent and the Banks shall release a Subsidiary Guarantor from its obligations hereunder upon the disposition of all of the capital stock of such Subsidiary Guarantor.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty Guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligation is rescinded or must otherwise be restored by either Agent, the Issuing Bank, any Lender or any other Secured Party upon the bankruptcy or reorganization of Borrower or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 9, and not in limitation of any other right which either Agent, the Issuing Bank, any Lender or any other Secured Party may have at law or in equity against the Borrower Borrower, a Guarantor or a Corporate Guarantor any other Person by virtue hereof, upon failure of the Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by either Agent, the LenderIssuing Bank, any Lender or any other Secured Party, forthwith pay or cause to be paid to the Lender Collateral Agent for the benefit of the Secured Parties (as applicable) in cash an amount equal to the unpaid amount of all the Obligations with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a2.13(a) hereof, and thereupon the Lender Collateral Agent shall assign such Obligation, together with all security interests, if any, then held by the Lender Collateral Agent in respect of such Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Collateral Agent on behalf of the Secured Parties with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations (including interest accruing on and after the filing of any petition in bankruptcy or of reorganization of an obligor whether or not post filing interest is allowed in such proceeding) and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors a Guarantor against the Borrower, arising as a result of the payment by any Corporate such Guarantor of any sums to the Lender Collateral Agent for the benefit of the Secured Parties or directly to the Lender Secured Parties hereunder by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full in cash of all the ObligationsObligations (including interest accruing on and after the filing of any petition in bankruptcy or of reorganization of an obligor whether or not post filing interest is allowed in such proceeding). If any amount shall be paid to such Corporate Guarantor for the account of the Borrower, such amount shall be held in trust for the benefit of the LenderCollateral Agent, segregated from such Corporate Guarantor's own assets, and shall forthwith be paid to the Lender Collateral Agent on behalf of the Secured Parties to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor The Parent further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Parent Obligation is rescinded or must otherwise be restored by the Lender Administrative Agent, the Issuing Bank or the Lenders upon the bankruptcy or reorganization of Borrower the Borrower, or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 910, and not in limitation of any other right which the Lender Administrative Agent, the Issuing Bank or the Lenders may have at law or in equity against the Borrower Borrower, the Parent, a Guarantor or a Corporate Guarantor any other Person by virtue hereof, upon failure of the Borrower to pay any Parent Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor the Parent hereby promises to and will, upon receipt of written demand by the LenderAdministrative Agent on behalf of itself and/or the Issuing Bank and/or the Lenders, forthwith pay or cause to be paid to the Lender Administrative Agent for the benefit of itself, the Issuing Bank and/or the Lenders (as applicable) in cash an amount equal to the lesser of (i) the unpaid amount of all such unpaid Obligations and (ii) the Obligations unpaid amount of the Parent Obligations, in either case with interest thereon from the due date at a rate of interest equal to the rate specified in Section 2.7(a) hereof, and thereupon the Lender Administrative Agent shall assign such Obligation, together with all security interests, if any, then held by the Lender Administrative Agent in respect of such Obligation, to the Corporate Guarantors Parent making such payment; such assignment to be subordinate and junior to the rights of the Lender Administrative Agent on behalf of itself, the Issuing Bank and the Lenders with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Parent, the Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors Parent against the Borrower, arising as a result of the payment by any Corporate Guarantor the Parent of any sums to the Lender Administrative Agent for the benefit of the Administrative Agent, and/or the Issuing Bank and/or the Lenders or directly to the Lender Lenders hereunder by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor the Parent until and unless, the prior final and indefeasible payment in full of all the Obligations. If any amount shall be paid to such Corporate Guarantor the Parent for the account of the Borrower, such amount shall be held in trust for the benefit of the LenderAdministrative Agent, segregated from such Corporate Guarantor's the Parent’s own assets, and shall forthwith be paid to the Lender Administrative Agent on behalf of the Administrative Agent and/or the Issuing Bank and/or the Lenders to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of principal of or interest on any Guaranteed Obligation is rescinded or must otherwise be restored by the Lender Agent upon the bankruptcy or other reorganization of Borrower or a Corporate Guarantor, Seller or otherwise. In furtherance of the provisions of this Article 9Guaranty, and not in limitation of any other right which the Lender Agent may have at law or in equity against the Borrower or a Corporate Guarantor Seller by virtue hereof, upon failure of the Borrower a Seller to pay any Guaranteed Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the LenderAgent, forthwith pay or cause to be paid to the Lender Agent in cash an amount equal to the unpaid amount of all the Obligations with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a) hereofsuch Guaranteed Obligation, and thereupon the Lender Agent shall assign such Guaranteed Obligation, together with all security interests, if any, then held by the Lender Agent or Purchaser in respect of such Guaranteed Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such paymentsGuarantor. (b) All rights of the Corporate Guarantors against the Borrower, arising as a result of the Upon payment by any Corporate Guarantor of any sums to the Lender or directly to the Lender hereunder Agent hereunder, all rights of Guarantor against any Seller involved, arising as a result thereof by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated subordinate and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, to the prior final and indefeasible payment in full of all the ObligationsGuaranteed Obligations (other than unasserted contingent indemnification obligations) to the Agent. If any an amount shall be paid to such Corporate Guarantor for the account of the Borrowera Seller, such amount shall be held in trust for the benefit of the Lender, segregated from such Corporate Guarantor's own assets, and shall forthwith be paid to the Lender Agent to be credited and applied to the Guaranteed Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, payment of any Obligation or any part thereof, of any Obligation is rescinded or must otherwise be restored by the Lender Administrative Agent or the Lenders upon the bankruptcy or reorganization of the Borrower or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 9, and not in limitation of any other right which the Lender Administrative Agent or the Lenders may have at law or in equity against the Borrower Borrower, a Guarantor or a Corporate Guarantor any other Person by virtue hereof, upon failure of the Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the LenderAdministrative Agent on behalf of itself and/or any of the other Secured Parties, forthwith pay or cause to be paid to the Lender Administrative Agent (for the benefit of itself and/or the Secured Parties, as applicable), in cash an amount equal to the unpaid amount of all the such unpaid Obligations with interest thereon from the due date at a rate of interest equal to the rate specified in Section 2.7(a) hereof2.7, and thereupon the Lender Administrative Agent shall assign such Obligation, together with all security interests, if any, then held by the Lender Administrative Agent in respect of such Obligation, to the Corporate Guarantor or Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Administrative Agent (on behalf of the Secured Parties) with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors each Guarantor against the Borrower, arising as a result of the payment by any Corporate such Guarantor of any sums to the Lender Administrative Agent (for the benefit of the Secured Parties) or directly to the Lender Lenders hereunder by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full of all the Obligations (other than any Unasserted Contingent Obligations) and the termination of the Commitments. If any amount shall be paid to such Corporate Guarantor for the account of the Borrower, such amount shall be held in trust for the benefit of the LenderAdministrative Agent (on behalf of the Secured Parties), segregated from such Corporate Guarantor's ’s own assets, and shall forthwith be paid to the Lender Administrative Agent to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty Guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligation is rescinded or must otherwise be restored by any Agent, the Issuing Bank, any Lender or any other Secured Party upon the bankruptcy or reorganization of Borrower or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 9, and not in limitation of any other right which any Agent, the Issuing Bank, any Lender or any other Secured Party may have at law or in equity against the Borrower Borrower, a Guarantor or a Corporate Guarantor any other Person by virtue hereof, upon failure of the Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by any Agent, the LenderIssuing Bank, any Lender or any other Secured Party, forthwith pay or cause to be paid to the Lender Administrative Agent for the benefit of the Secured Parties (as applicable) in cash an amount equal to the unpaid amount of all the Obligations with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a2.13(a) hereof, and thereupon the Lender Administrative Agent shall assign such Obligation, together with all security interests, if any, then held by the Lender Administrative Agent in respect of such Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Administrative Agent on behalf of the Secured Parties with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations (including interest accruing on and after the filing of any petition in bankruptcy or of reorganization of an obligor whether or not post filing interest is allowed in such proceeding) and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors a Guarantor against the Borrower, arising as a result of the payment by any Corporate such Guarantor of any sums to the Lender Administrative Agent for the benefit of the Secured Parties or directly to the Lender Secured Parties hereunder by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full in cash of all the ObligationsObligations (including interest accruing on and after the filing of any petition in bankruptcy or of reorganization of an obligor whether or not post filing interest is allowed in such proceeding). If any amount shall be paid to such Corporate Guarantor for the account of the Borrower, such amount shall be held in trust for the benefit of the LenderAdministrative Agent, segregated from such Corporate Guarantor's own assets, and shall forthwith be paid to the Lender Administrative Agent on behalf of the Secured Parties to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty Guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligation is rescinded or must otherwise be restored or returned by the Lender any Secured Party upon the bankruptcy or reorganization of the Borrower or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 98, and not in limitation of any other right which the Lender any Secured Party may have at law or in equity against the Borrower Borrower, a Guarantor or a Corporate Guarantor any other Person by virtue hereof, upon failure of the Borrower to pay 106 any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the LenderAdministrative Agent (acting at the request of a Secured Party), forthwith pay or cause to be paid to the Lender Administrative Agent for the benefit of the Secured Parties (as applicable) in cash an amount equal to the unpaid amount of all the Obligations such Obligation with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a2.10(a) hereof, and thereupon the Lender Administrative Agent shall assign such Obligation, together with all security interests, if any, then held by the Lender Administrative Agent in respect of such Obligation, to the Corporate Guarantor or Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Administrative Agent on behalf of the Secured Parties with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations (including, without limitation, Post-Petition Interest) and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors a Guarantor against the Borrower, arising as a result of the payment by any Corporate such Guarantor of any sums to the Lender Administrative Agent for the benefit of the Secured Parties or directly to the Lender Lenders hereunder by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full in cash of all the ObligationsObligations (including, without limitation, Post-Petition Interest), all Revolving Letter of Credit Commitments shall have expired or otherwise been terminated in their entirety, all Letters of Credit shall have expired or been terminated, or cancelled and all Lender Hedging Agreements have been terminated. If any amount shall be paid to such Corporate Guarantor for the account of the Borrower, such amount shall be held in trust for the benefit of the LenderAdministrative Agent, segregated from such Corporate Guarantor's own assets, and shall forthwith be paid to the Lender Administrative Agent on behalf of the Secured Parties to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligation is rescinded or must otherwise be restored by the Lender Administrative Agent, the Issuing Bank or the Lenders upon the bankruptcy or reorganization of a Borrower or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 9, and not in limitation of any other right which the Lender Administrative Agent, the Issuing Bank or the Lenders may have at law or in equity against the Borrower a Borrower, a Guarantor or a Corporate Guarantor any other Person by virtue hereof, upon failure of the Borrower Borrowers to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the LenderAdministrative Agent on behalf of itself, the Issuing Bank and/or the Lenders, forthwith pay or cause to be paid to the Lender Administrative Agent for the benefit of itself, the Issuing Bank and/or the Lenders (as applicable) in cash an amount equal to the unpaid amount of all the Obligations with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a) 2.10 hereof, and thereupon the Lender Administrative Agent shall assign such Obligation, together with all security interests, if any, then held by the Lender Administrative Agent in respect of such Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Administrative Agent on behalf of itself, the Issuing Bank and the Lenders with regard to amounts payable by the Borrower Borrowers in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors a Guarantor against the BorrowerBorrowers, arising as a result of the payment by any Corporate such Guarantor of any sums to the Lender Administrative Agent for the benefit of the Administrative Agent, the Issuing Bank and/or the Lenders or directly to the Lender Lenders hereunder by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full of all the Obligations. If any amount shall be paid to such Corporate Guarantor for the account of the BorrowerBorrowers, such amount shall be held in trust for the benefit of the LenderAdministrative Agent, segregated from such Corporate Guarantor's ’s own assets, and shall forthwith be paid to the Lender Administrative Agent on behalf of the Administrative Agent, the Issuing Bank and/or the Lenders to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of principal of or interest on any Guaranteed Obligation is rescinded or must otherwise be restored by the Lender Purchaser or the Agent upon the bankruptcy or other reorganization of Borrower or a Corporate Guarantor, Seller or otherwise. In furtherance of the provisions of this Article 9Guaranty, and not in limitation of any other right which the Lender Purchaser or the Agent may have at law or in equity against the Borrower or a Corporate Guarantor Seller by virtue hereof, upon failure of the Borrower Seller to pay any Guaranteed Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the LenderPurchaser or the Agent, forthwith pay or cause to be paid to the Lender Purchaser or the Agent in cash an amount equal to the unpaid amount of all the Obligations with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a) hereofsuch Guaranteed Obligation, and thereupon the Lender Purchaser or the Agent shall assign such Guaranteed Obligation, together with all security interests, if any, then held by the Lender Agent or the Purchaser in respect of such Guaranteed Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such paymentsGuarantor. (b) All rights of the Corporate Guarantors against the Borrower, arising as a result of the Upon payment by any Corporate Guarantor of any sums to the Lender or directly to Purchaser and the Lender hereunder Agent hereunder, all rights of Guarantor against Seller, arising as a result thereof by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated subordinate and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, to the prior final and indefeasible payment in full of all the ObligationsGuaranteed Obligations (other than unasserted contingent indemnification obligations) to the Purchaser and the Agent. If any an amount shall be paid to such Corporate Guarantor for the account of the BorrowerSeller, such amount shall be held in trust for the benefit of the Lender, segregated from such Corporate Guarantor's own assets, Purchaser and shall forthwith be paid to the Lender Agent to be credited and applied to the Guaranteed Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty Guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligation is rescinded or must otherwise be restored by any of the Administrative Agent, the Issuing Bank, any Lender or any other Secured Party upon the bankruptcy or reorganization of Borrower or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 9, and not in limitation of any other right which any of the Administrative Agent, the Issuing Bank, any Lender or any other Secured Party may have at law or in equity against the Borrower Borrower, a Guarantor or a Corporate Guarantor any other Person by virtue hereof, upon failure of the Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by any of the LenderAdministrative Agent, the Issuing Bank, any Lender or any other Secured Party, forthwith pay or cause to be paid to the Lender Administrative Agent for the benefit of the Secured Parties (as applicable) in cash an amount equal to the unpaid amount of all the Obligations with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a2.10(a) hereof, and thereupon the Lender Administrative Agent shall assign such Obligation, together with all security interests, if any, then held by the Lender Administrative Agent in respect of such Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Administrative Agent on behalf of the Secured Parties with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations (including interest accruing on and after the filing of any petition in bankruptcy or of reorganization of an obligor whether or not post filing interest is allowed in such proceeding) and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors a Guarantor against the Borrower, arising as a result of the payment by any Corporate such Guarantor of any sums to the Lender Administrative Agent for the benefit of the Secured Parties or directly to the Lender Secured Parties hereunder by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full in cash of all the ObligationsObligations (including interest accruing on and after the filing of any petition in bankruptcy or of reorganization of an obligor whether or not post filing interest is allowed in such proceeding). If any amount shall be paid to such Corporate Guarantor for the account of the Borrower, such amount shall be held in trust for the benefit of the LenderAdministrative Agent, segregated from such Corporate Guarantor's own assets, and shall forthwith be paid to the Lender Administrative Agent on behalf of the Secured Parties to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty Guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligation is rescinded or must otherwise be restored by any Agent, the Issuing Bank, any Lender or any other Secured Party upon the bankruptcy or reorganization of Borrower or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 9, and not in limitation of any other right which any Agent, the Issuing Bank, any Lender or any other Secured Party may have at law or in equity against the Borrower Borrower, a Guarantor or a Corporate Guarantor any other Person by virtue hereof, upon failure of the Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by any Agent, the LenderIssuing Bank, any Lender or any other Secured Party, forthwith pay or cause to be paid to the Lender Collateral Agent for the benefit of the Secured Parties (as applicable) in cash an amount equal to the unpaid amount of all the Obligations with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a2.13(a) hereof, and thereupon the Lender Collateral Agent shall assign such Obligation, together with all security interests, if any, then held by the Lender Collateral Agent in respect of such Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Collateral Agent on behalf of the Secured Parties with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations (including interest accruing on and after the filing of any petition in bankruptcy or of reorganization of an obligor whether or not post filing interest is allowed in such proceeding) and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors a Guarantor against the Borrower, arising as a result of the payment by any Corporate such Guarantor of any sums to the Lender Collateral Agent for the benefit of the Secured Parties or directly to the Lender Secured Parties hereunder by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full in cash of all the ObligationsObligations (including interest accruing on and after the filing of any petition in bankruptcy or of reorganization of an obligor whether or not post filing interest is allowed in such proceeding). If any amount shall be paid to such Corporate Guarantor for the account of the Borrower, such amount shall be held in trust for the benefit of the LenderCollateral Agent, segregated from such Corporate Guarantor's own assets, and shall forthwith be paid to the Lender Collateral Agent on behalf of the Secured Parties to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, payment of any Obligation or any part thereof, of any Obligation is rescinded or must otherwise be restored by the Lender Administrative Agent, the Issuing Bank or the Lenders upon the bankruptcy or reorganization of the Borrower or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 9, and not in limitation of any other right which the Lender Administrative Agent, the Issuing Bank or the Lenders may have at law or in equity against the Borrower Borrower, a Guarantor or a Corporate Guarantor any other Person by virtue hereof, upon failure of the Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the LenderAdministrative Agent on behalf of itself and/or any of the other Secured Parties, forthwith pay or cause to be paid to the Lender Administrative Agent (for the benefit of itself and/or the Secured Parties, as applicable), in cash an amount equal to the unpaid amount of all the such unpaid Obligations with interest thereon from the due date at a rate of interest equal to the rate specified in Section 2.7(a) hereof), and thereupon the Lender Administrative Agent shall assign such Obligation, together with all security interests, if any, then held by the Lender Administrative Agent in respect of such Obligation, to the Corporate Guarantor or Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Administrative Agent (on behalf of the Secured Parties) with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors each Guarantor against the Borrower, arising as a result of the payment by any Corporate such Guarantor of any sums to the Lender Administrative Agent (for the benefit of the Secured Parties) or directly to the Lender Lenders hereunder by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full of all the Obligations (other than the Unasserted Contingent Obligations) and the termination of the Commitments. If any amount shall be paid to such Corporate Guarantor for the account of the Borrower, such amount shall be held in trust for the benefit of the LenderAdministrative Agent (on behalf of the Secured Parties), segregated from such Corporate Guarantor's ’s own assets, and shall forthwith be paid to the Lender Administrative Agent to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty Guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligation of the Guaranteed Obligations is rescinded or must otherwise be restored or returned by the Lender any Secured Party upon the bankruptcy or reorganization of any Borrower or a Corporate any Guarantor, or otherwise. In furtherance of the provisions of this Article 98, and not in limitation of any other right which the Lender any Secured Party may have at law or in equity against the Borrower any Borrower, any Guarantor or a Corporate Guarantor any other Person by virtue hereof, upon failure of the any Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate applicable Guarantor hereunder of such Obligation hereby promises to and will, upon receipt of written demand by the LenderAdministrative Agent (acting at the request of a Secured Party), forthwith pay or cause to be paid to the Lender Administrative Agent for the benefit of the Secured Parties (as applicable) in cash an amount equal to the unpaid amount of all the Obligations such Obligation with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a2.12(a) hereof, and thereupon the Lender Administrative Agent shall assign assign, without recourse and without representation or warranty of any kind, such Obligation, together with and shall instruct the Collateral Agent or the Tranche A Collateral Agent (as applicable), without recourse and without representation or warranty of any kind, to assign all security interests, if any, then held by the Lender Collateral Agent or the Tranche A Collateral Agent (as applicable), in respect of such Obligation, to the Corporate Guarantor or Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Administrative Agent, the Collateral Agent or the Tranche A Collateral Agent on behalf of the Secured Parties or the Lenders owed the Adjusted Tranche A Obligations (as applicable) with regard to amounts payable by the any Borrower in connection with the remaining unpaid Obligations (including Post-Petition Interest) and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors a Guarantor against the any Borrower, arising as a result of the payment by any Corporate such Guarantor of any sums to the Lender Administrative Agent for the benefit of the Secured Parties, to the Tranche A Agent for the benefit of the Tranche A Lenders, or directly to the Lender Lenders or Secured Party hereunder by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by by, such Corporate Guarantor until and unless, the prior final and indefeasible payment in full occurrence of all the ObligationsBank Credit Termination Date. If any amount shall be paid to such Corporate Guarantor for the account of the a Borrower, such amount shall be held in trust for the benefit of the LenderAdministrative Agent, segregated from such Corporate Guarantor's own assets, and shall forthwith be paid to the Lender Administrative Agent on behalf of the applicable Secured Parties to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of principal of or interest on any Obligation is rescinded or must otherwise be restored by the Lender Agent or the Lenders upon the bankruptcy or reorganization of any Borrower or a Corporate any Guarantor, or otherwise. In furtherance of the provisions of this Article 9, and not in limitation of any other right which the Lender Agent or the Lenders may have at law or in equity against the any Borrower or a Corporate Guarantor by virtue hereof, upon failure of the any Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the LenderAgent on behalf of the Lenders, forthwith pay or cause to be paid to the Lender Agent on behalf of the Lenders in cash an amount equal to the unpaid amount of all the Obligations with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a) hereof, and thereupon the Lender shall assign such Obligation, together with all security interests, if any, then held by the Lender in respect of such Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors against the any Borrower, arising as a result of the payment by any Corporate Guarantor of any sums to the Lender Agent for the benefit of the Lenders or directly to the Lender Lenders hereunder by way of right of subrogation or otherwise shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, to the prior final and indefeasible payment in full of all the Obligations. If any amount shall be paid to such Corporate Guarantor for the account of the BorrowerParent, such amount shall be held in trust for the benefit of the Lender, segregated from such Corporate Guarantor's own assets, Agent and shall forthwith be paid to the Lender Agent on behalf of the Lenders to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligation is rescinded or must otherwise be restored by any of the Lender Secured Parties upon the bankruptcy or reorganization of a Borrower or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 9, and not in limitation of any other right which the Lender Secured Parties may have at law or in equity against the Borrower a Borrower, a Guarantor or a Corporate Guarantor any other Person by virtue hereof, upon failure of the Borrower Borrowers to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the LenderAdministrative Agent on behalf of the Secured Parties, forthwith pay or cause to be paid to the Lender Administrative Agent for the benefit of the Secured Parties in cash an amount equal to the unpaid amount of all the of its Obligations with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a) 2.7 hereof, and thereupon the Lender Administrative Agent shall assign such Obligation, together with all security interests, if any, then held by the Lender Administrative Agent in respect of such Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Administrative Agent on behalf of the Secured Parties with regard to amounts payable by the Borrower Borrowers in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors a Guarantor against the BorrowerBorrowers, arising as a result of the payment by any Corporate such Guarantor of any sums to the Lender Administrative Agent for the benefit of the Secured Parties or directly to the Lender Lenders hereunder by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full of all the Obligations. If any amount shall be paid to such Corporate Guarantor for the account of the BorrowerBorrowers, such amount shall be held in trust for the benefit of the LenderAdministrative Agent, segregated from such Corporate Guarantor's ’s own assets, and shall forthwith be paid to the Lender Administrative Agent on behalf of the Secured Parties to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty hereunder under this Article 10 shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligation is rescinded or must otherwise be restored by the Lender Agent, the Issuing Bank or the Lenders upon the bankruptcy or reorganization of the Borrower or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 910, and not in limitation of any other right which the Lender Agent, the Issuing Bank or the Lenders may have at law or in equity against the Borrower Borrower, a Guarantor or a Corporate Guarantor any other Person by virtue hereof, upon failure of the Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the LenderAgent on behalf of itself, the Issuing Bank and/or the Lenders, forthwith pay or cause to be paid to the Lender Agent for the benefit of itself, the Issuing Bank and/or the Lenders (as applicable) in cash an amount equal to the unpaid amount of all the Obligations with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a2.9(a) hereof, and thereupon the Lender Agent shall assign such Obligation, together with all security interests, if any, then held by the Lender Agent in respect of such Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Agent on behalf of itself, the Issuing Bank and the Lenders with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (ba) All rights of the Corporate Guarantors a Guarantor against the Borrower, arising as a result of the payment by any Corporate such Guarantor of any sums to the Lender Agent for the benefit of the Agent, the Issuing Bank and/or the Lenders or directly to the Lender Issuing Bank or the Lenders hereunder by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full of all the Obligations. If any amount shall be paid to such Corporate Guarantor for the account of the Borrower, such amount shall be held in trust for the benefit of the Lender, Agent segregated from such Corporate Guarantor's own assets, assets and shall forthwith be paid to the Lender Agent on behalf of itself, the Issuing Bank and/or the Lenders to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty hereunder under this Article 10 shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligation is rescinded or must otherwise be restored by the Lender Agent, the Issuing Bank or the Lenders upon the bankruptcy or reorganization of the Borrower or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 910, and not in limitation of any other right which the Lender Agent, the Issuing Bank or the Lenders may have at law or in equity against the Borrower Borrower, a Guarantor or a Corporate Guarantor any other Person by virtue hereof, upon failure of the Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the LenderAgent on behalf of itself, the Issuing Bank and/or the Lenders, forthwith pay or cause to be paid to the Lender Agent for the benefit of itself, the Issuing Bank and/or the Lenders (as applicable) in cash an amount equal to the unpaid amount of all the Obligations with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a2.9(a) hereof, and thereupon the Lender Agent shall assign such Obligation, together with all security interests, if any, then held by the Lender Agent in respect of such Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Agent on behalf of itself, the Issuing Bank and the Lenders with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (ba) All rights of the Corporate Guarantors a Guarantor against the Borrower, arising as a result of the payment by any Corporate such Guarantor of any sums to the Lender Agent for the benefit of the Agent, the Issuing Bank and/or the Lenders or directly to the Lender Issuing Bank or the Lenders hereunder by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full of all the Obligations. If any amount shall be paid to such Corporate Guarantor for the account of the Borrower, such amount shall be held in trust for the benefit of the Lender, Agent segregated from such Corporate Guarantor's ’s own assets, assets and shall forthwith be paid to the Lender Agent on behalf of itself, the Issuing Bank and/or the Lenders to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligation is rescinded or must otherwise be restored by the Lender Administrative Agent, the Issuing Bank or the Lenders upon the bankruptcy or reorganization of the Borrower or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 9, and not in limitation of any other right which the Lender Administrative Agent, the Issuing Bank or the Lenders may have at law or in equity against the Borrower Borrower, a Guarantor or a Corporate Guarantor any other Person by virtue hereof, upon failure of the Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the LenderAdministrative Agent on behalf of itself and/or the Issuing Bank and/or the Lenders, forthwith pay or cause to be paid to the Lender Administrative Agent for the benefit of itself, the Issuing Bank and/or the Lenders (as applicable) in cash an amount equal to the unpaid amount of all the such unpaid Obligations with interest thereon from the due date at a rate of interest equal to the rate specified in Section 2.7(a2.8(a) hereof, and thereupon the Lender Administrative Agent shall assign such Obligation, together with all security interests, if any, then held by the Lender Administrative Agent in respect of such Obligation, to the Corporate Guarantor or Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Administrative Agent on behalf of itself, the Issuing Bank and the Lenders with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors each Guarantor against the Borrower, arising as a result of the payment by any Corporate such Guarantor of any sums to the Lender Administrative Agent for the benefit of the Administrative Agent, and/or the Issuing Bank and/or the Lenders or directly to the Lender Lenders hereunder by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full of all the Obligations. If any amount shall be paid to such Corporate Guarantor for the account of the Borrower, such amount shall be held in trust for the benefit of the LenderAdministrative Agent, segregated from such Corporate Guarantor's ’s own assets, and shall forthwith be paid to the Lender Administrative Agent on behalf of the Administrative Agent and/or the Issuing Bank and/or the Lenders to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligation is rescinded or must otherwise be restored by the Lender Administrative Agent, the Issuing Bank or the Lenders upon the bankruptcy or reorganization of the Borrower or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 9, and not in limitation of any other right which the Lender Administrative Agent, the Issuing Bank or the Lenders may have at law or in equity against the Borrower or a Corporate Guarantor or any other Person by virtue hereof, upon failure of the Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the LenderAdministrative Agent on behalf of itself, the Issuing Bank and the Lenders, forthwith pay or cause to be paid to the Lender Administrative Agent for the benefit of the Administrative Agent, the Issuing Bank and the Lenders in cash an amount equal to the unpaid amount of all the Obligations with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a) hereof, and thereupon the Lender Administrative Agent shall assign such Obligation, together with all security interests, if any, then held by the Lender Administrative Agent in respect of such Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Administrative Agent on behalf of itself, the Issuing Bank and the Lenders with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors against the Borrower, arising as a result of the payment by any Corporate Guarantor of any sums to the Lender Administrative Agent for the benefit of itself, the Issuing Bank and the Lenders or directly to the Lender Lenders hereunder by way of right of subrogation or otherwise shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full of all the Obligations. If any amount shall be paid to such Corporate Guarantor for the account of the Borrower, such amount shall be held in trust for the benefit of the LenderAdministrative Agent, segregated from such Corporate Guarantor's ’s own assets, and shall forthwith be paid to the Lender Administrative Agent on behalf of itself, the Issuing Bank and the Lenders to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of principal of or interest on any Guaranteed Obligation is rescinded or must otherwise be restored by the Lender Agent upon the bankruptcy or other reorganization of Borrower or a Corporate Guarantor, Seller or otherwise. In furtherance of the provisions of this Article 9Guaranty, and not in limitation of any other right which the Lender Agent may have at law or in equity against the Borrower or a Corporate Guarantor Seller by virtue hereof, upon failure of the Borrower Seller to pay any Guaranteed Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the LenderAgent, forthwith pay or cause to be paid to the Lender Agent in cash an amount equal to the unpaid amount of all the Obligations with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a) hereofsuch Guaranteed Obligation, and thereupon the Lender Agent shall assign such Guaranteed Obligation, together with all security interests, if any, then held by the Lender Agent or Purchaser in respect of such Guaranteed Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such paymentsGuarantor. (b) All Upon payment by Guarantor of any sums to Agent hereunder, all rights of the Corporate Guarantors Guarantor against the BorrowerSeller involved, arising as a result of the payment by any Corporate Guarantor of any sums to the Lender or directly to the Lender hereunder thereof by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated subordinate and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, to the prior final and indefeasible payment in full of all the ObligationsGuaranteed Obligations (other than unasserted contingent indemnification obligations) to Agent. If any an amount shall be paid to such Corporate Guarantor for the account of the BorrowerSeller, such amount shall be held in trust for the benefit of the Lender, segregated from such Corporate Guarantor's own assets, and shall forthwith be paid to the Lender Agent to be credited and applied to the Guaranteed Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each of the Corporate Guarantor Guarantors further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of principal of or interest on or any fees on any Guaranteed Obligation is rescinded or must otherwise be restored by the Lender Agent upon the bankruptcy or reorganization of the Borrower or a any other Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 9, and not in limitation of any other right which the Lender Agent may have at law or in equity against the Borrower or a Corporate Guarantor or any other person by virtue hereof, upon failure of the Borrower to pay any Guaranteed Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each of the Corporate Guarantor Guarantors hereby promises to and will, upon receipt of written demand by the LenderAgent on behalf of the Lenders, forthwith pay or cause to be paid to the Lender Agent for the benefit of the Lenders in cash an amount equal to the unpaid amount of all the Guaranteed Obligations with interest thereon on the portion thereof that represents outstanding loans and/or reimbursement obligations with respect to Letters of Credit (but without duplication of interest included in such Guaranteed Obligations) at a rate of interest equal to the rate specified in Section 2.7(a2.9(a) hereof, and thereupon the Lender Agent shall assign such Guaranteed Obligation, together with all security interests, if any, then held by the Lender Agent in respect of such Guaranteed Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior first to the rights of the Lender Agent on behalf of the Lenders and second to either of the Guarantors if applicable under the Priority and Contribution Agreement with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors against the Borrower, arising as a result of the Upon payment by any Corporate Guarantor of any sums to the Lender Agent on behalf of the Lenders hereunder or directly to the Lender hereunder Lenders, all rights of such Corporate Guarantor against the Borrower, arising as a result thereof by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated subordinate and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, to the prior final and indefeasible payment in full of first all the ObligationsObligations to the Agent on behalf of the Lenders or to the Lenders and second to either of the Guarantors if applicable under the Guaranty Agreement. (c) Each Corporate Guarantor which guarantees obligations hereunder, to the fullest extent permitted by Applicable Law, waives all rights of such Corporate Guarantor against the Borrower or either of the Guarantors arising as a result of payments made pursuant to such guarantees by way of right of subrogation or otherwise. If any amount shall be paid to such Corporate Guarantor for the account of the BorrowerBorrower involved, such amount shall be held in trust for the benefit of the Lender, segregated from such Corporate Guarantor's own assets, Agent and shall forthwith be paid to the Lender Agent for the benefit of the Lenders to be credited and applied to the Obligations, whether matured or unmaturedObligations when due and payable.

Continuation and Reinstatement, etc. (ai) Each Corporate Guarantor further agrees that its guaranty guarantee hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, payment of any Obligation or any part thereof, of any Obligation is rescinded or must otherwise be restored by Agent or the Lender Lenders upon the bankruptcy or reorganization of Borrower or a Corporate Guarantorany other Credit Party, or otherwise. In furtherance of the provisions of this Article 9Section 8.1, and not in limitation of any other right which Agent or the Lender Lenders may have at law or in equity against the Borrower any other Credit Party or a Corporate Guarantor any other Person by virtue hereof, upon failure of the any Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the LenderAgent on behalf of itself and/or any of the other Secured Parties, forthwith pay or cause to be paid to the Lender Agent (for the benefit of itself and/or the Secured Parties, as applicable), in cash an amount equal to the unpaid amount of all the such unpaid Obligations with interest thereon from the due date at a rate of interest equal to the rate specified in Section 2.7(a) hereof, under this Agreement and thereupon the Lender Agent shall assign such Obligation, together with all security interests, if any, then held by the Lender Agent in respect of such Obligation, to the Corporate Guarantor or Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Agent (on behalf of the Secured Parties) with regard to amounts payable by the Borrower Borrowers in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (bii) All rights of the Corporate Guarantors each Guarantor against the BorrowerBorrowers, arising as a result of the payment by any Corporate such Guarantor of any sums to the Lender Agent or directly to the Lender Lenders hereunder by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full of all the ObligationsObligations Repayment Date. If any amount shall be paid to such Corporate Guarantor for the account of the any Borrower, such amount shall be held in trust for the benefit of the LenderAgent (on behalf of the Secured Parties), segregated from such Corporate Guarantor's ’s own assets, and shall forthwith be paid to the Lender Agent to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty Guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Secured Obligation is rescinded or must otherwise be restored by the Lender any Secured Party upon the bankruptcy or reorganization of Borrower GMI or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 9Section 2, and not in limitation of any other right which the Lender any Secured Party may have at law or in equity against the Borrower GMI, a Guarantor or a Corporate Guarantor any other Person by virtue hereof, upon failure of the Borrower GMI to pay any Secured Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the Lenderany Secured Party, forthwith pay or cause to be paid to the Lender Collateral Agent for the benefit of the Secured Parties (as applicable) in cash an amount equal to the unpaid amount of all the Secured Obligations with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a) hereofapplicable default rate, and thereupon the Lender Collateral Agent shall assign such Secured Obligation, together with all security interests, if any, then held by the Lender Collateral Agent in respect of such Secured Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Collateral Agent on behalf of the Secured Parties with regard to amounts payable by the Borrower GMI in connection with the remaining unpaid Secured Obligations (including interest accruing on and after the filing of any petition in bankruptcy or of reorganization of an obligor whether or not post filing interest is allowed in such proceeding) and to be pro tanto to the extent to which the Secured Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors a Guarantor against the BorrowerGMI, arising as a result of the payment by any Corporate such Guarantor of any sums to the Lender Collateral Agent for the benefit of the Secured Parties or directly to the Lender Secured Parties hereunder by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full in cash of all the ObligationsSecured Obligations (including interest accruing on and after the filing of any petition in bankruptcy or of reorganization of an obligor whether or not post filing interest is allowed in such proceeding). If any amount shall be paid to such Corporate Guarantor for the account of the BorrowerGMI, such amount shall be held in trust for the benefit of the LenderCollateral Agent, segregated from such Corporate Guarantor's own assets, and shall forthwith be paid to the Lender Collateral Agent on behalf of the Secured Parties to be credited and applied to the Secured Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty Guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligation is rescinded or must otherwise be restored by the Lender any Secured Party upon the bankruptcy or reorganization of Borrower or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 9, and not in limitation of any other right which the Lender any Secured Party may have at law or in equity against the Borrower Borrower, a Guarantor or a Corporate Guarantor any other Person by virtue hereof, upon failure of the Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the Lenderany Secured Party, forthwith pay or cause to be paid to the Lender Administrative Agent for the benefit of the Secured Parties (as applicable) in cash an amount equal to the unpaid amount of all the Obligations with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a2.9(a) hereof, and thereupon the Lender Administrative Agent shall assign such Obligation, together with all security interests, if any, then held by the Lender Administrative Agent in respect of such Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Administrative Agent on behalf of the Secured Parties with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations (including interest accruing on and after the filing of any petition in bankruptcy or of reorganization of an obligor whether or not post filing interest is allowed in such proceeding) and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors a Guarantor against the Borrower, arising as a result of the payment by any Corporate such Guarantor of any sums to the Lender Administrative Agent for the benefit of the Secured Parties or directly to the Lender Lenders hereunder by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full in cash of all the ObligationsObligations (including interest accruing on and after the filing of any petition in bankruptcy or of reorganization of an obligor whether or not post filing interest is allowed in such proceeding). If any amount shall be paid to such Corporate Guarantor for the account of the Borrower, such amount shall be held in trust for the benefit of the LenderAdministrative Agent, segregated from such Corporate Guarantor's own assets, and shall forthwith be paid to the Lender Administrative Agent on behalf of the Secured Parties to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty Guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligation is rescinded or must otherwise be restored or returned by the Lender any Secured Party upon the bankruptcy or reorganization of the Borrower or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 98, and not in limitation of any other right which the Lender any Secured Party may have at law or in equity against the Borrower Borrower, a Guarantor or a Corporate Guarantor any other Person by virtue hereof, upon failure of the Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the LenderAdministrative Agent (acting at the request of a Secured Party and subject to the Intercreditor Agreement), forthwith pay or cause to be paid to the Lender Administrative Agent for the benefit of the Secured Parties (as applicable) in cash an amount equal to the unpaid amount of all the Obligations such Obligation with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a) hereof, and thereupon the Lender Administrative Agent shall assign such Obligation, together with Obligation and the Collateral Agent shall assign all security interests, if any, then held by the Lender Administrative Agent in respect of such Obligation, to the Corporate Guarantor or Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Collateral Agent with respect to the Collateral on behalf of the Secured Parties and to the rights of the Administrative Agent with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations (including, without limitation, Post-Petition Interest) and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors a Guarantor against the Borrower, arising as a result of the payment by any Corporate such Guarantor of any sums to the Lender Administrative Agent for the benefit of the Secured Parties or directly to the Lender New Term Lenders hereunder by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment unless all obligations have been indefeasibly paid in full of all the Obligationsin cash. If any amount shall be paid to such Corporate Guarantor for the account of the Borrower, such amount shall be held in trust for the benefit of the LenderAdministrative Agent, segregated from such Corporate Guarantor's own assets, and shall forthwith be paid to the Lender Administrative Agent on behalf of the Secured Parties to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty Guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligation is rescinded or must otherwise be restored by the Lender any Secured Party upon the bankruptcy or reorganization of Borrower or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 9, and not in limitation of any other right which the Lender any Secured Party may have at law or in equity against the Borrower Borrower, a Guarantor or a Corporate Guarantor any other Person by virtue hereof, upon failure of the Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the Lenderany Secured Party, forthwith pay or cause to be paid to the Lender Administrative Agent for the benefit of the Secured Parties (as applicable) in cash and in immediately available funds an amount equal to the unpaid amount of all the Obligations with interest thereon at a rate of interest equal to the applicable rate specified in Section 2.7(a) 2.8 hereof, and thereupon the Lender Administrative Agent shall assign such Obligation, together with all security interests, if any, then held by the Lender Administrative Agent in respect of such Obligation, to the Corporate Guarantor or Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Administrative Agent on behalf of the Secured Parties with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations (including interest accruing on and after the filing of any petition in bankruptcy or of reorganization of an obligor whether or not post filing interest is allowed in such proceeding) and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors a Guarantor against the Borrower, arising as a result of the payment by any Corporate such Guarantor of any sums to the Lender Administrative Agent for the benefit of the Secured Parties or directly to the Lender Lenders hereunder by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full in cash of all the ObligationsObligations (including interest accruing on and after the filing of any petition in bankruptcy or of reorganization of any Credit Party whether or not post filing interest is allowed in such proceeding). If any amount shall be paid to such Corporate Guarantor for the account of the Borrower, such amount shall be held in trust for the benefit of the LenderAdministrative Agent, segregated from such Corporate Guarantor's own assets, and shall forthwith be paid to the Lender Administrative Agent on behalf of the Secured Parties to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligation is rescinded or must otherwise be restored by the Lender Administrative Agent, the Fronting Bank or the Lenders upon the bankruptcy or reorganization of a Borrower or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 9, and not in limitation of any other right which the Lender Administrative Agent, the Fronting Bank or the Lenders may have at law or in equity against the Borrower Borrowers or a Corporate Guarantor by virtue hereof, upon failure of the Borrower Borrowers to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the LenderAdministrative Agent on behalf of the Lenders, forthwith pay or cause to be paid to the Lender Administrative Agent for the benefit of the Lenders in cash an amount equal to the unpaid amount of all the Obligations with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a) hereof, and thereupon the Lender Administrative Agent shall assign such Obligation, together with all security interests, if any, then held by the Lender Administrative Agent in respect of such Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Administrative Agent on behalf of the Lenders with regard to amounts payable by the Borrower Borrowers in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors against the BorrowerBorrowers, arising as a result of the payment by any Corporate Guarantor of any sums to the Lender Administrative Agent for the benefit of the Lenders or directly to the Lender Lenders hereunder by way of right of subrogation or otherwise shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full of all the Obligations. If any amount shall be paid to such Corporate Guarantor for the account of the BorrowerBorrowers, such amount shall be held in trust for the benefit of the LenderAdministrative Agent, segregated from such Corporate Guarantor's own assets, and shall forthwith be paid to the Lender Administrative Agent on behalf of the Lenders to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor of the Guarantors further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of principal of or interest on any Guaranteed Obligation is rescinded or must otherwise be restored by any of the Lender Secured Parties upon the bankruptcy or other reorganization of any Borrower or a Corporate Guarantorany other guarantor of the Guaranteed Obligations (including the Guarantors), or otherwise. In furtherance of the provisions of this Article 9Guaranty Agreement, and not in limitation of any other right which the Lender Secured Parties may have at law or in equity against the any Borrower or a Corporate Guarantor any other guarantor of the Guaranteed Obligations (including the Guarantors), by virtue hereof, upon failure of the any Borrower to pay any Guaranteed Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor the Guarantors hereby promises promise to and will, upon receipt of written demand by the LenderAgent, forthwith pay or cause to be paid to the Lender Agent on behalf of the Lenders in cash an amount equal to the unpaid amount of all the Guaranteed Obligations with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a) hereof, and thereupon the Lender shall assign such Obligation, together with all security interests, if any, then held by the Lender in respect of such Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender with regard to amounts payable by the Borrower arising in connection with the remaining unpaid Obligations and to be pro tanto to Loan Agreement together with interest on the extent to which portion thereof that represents outstanding Loans (as defined in the Obligation Loan Agreement, “Loans”) at the rate provided for in question was discharged Section 2.06 of the Loan Agreement. Upon payment by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All of any sums to any of the Secured Parties hereunder, all rights of the Corporate Guarantors against the BorrowerBorrowers, arising as a result of the payment by any Corporate Guarantor of any sums to the Lender or directly to the Lender hereunder thereof by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated subordinate and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, to the prior final and indefeasible payment in full of all the ObligationsGuaranteed Obligations to the Secured Parties. If any an amount shall be paid to such Corporate any Guarantor for the account of any Borrower in respect of the Borrowerrights referred to in the preceding sentence, such amount shall be held in trust for the benefit of the Lender, segregated from such Corporate Guarantor's own assets, and shall forthwith be paid to the Lender Lenders to be credited and applied to the Guaranteed Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor The Parent further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Parent Guaranteed Obligation is rescinded or must otherwise be restored by the Lender Administrative Agent, the Issuing Bank or the Lenders upon the bankruptcy or reorganization of Borrower the Borrower, or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 910, and not in limitation of any other right which the Lender Administrative Agent, the Issuing Bank or the Lenders may have at law or in equity against the Borrower Borrower, the Parent, a Guarantor or a Corporate Guarantor any other Person by virtue hereof, upon failure of the Borrower to pay any Parent Guaranteed Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor the Parent hereby promises to and will, upon receipt of written demand by the LenderAdministrative Agent on behalf of itself and/or the Issuing Bank and/or the Lenders, forthwith pay or cause to be paid to the Lender Administrative Agent for the benefit of itself, the Issuing Bank and/or the Lenders (as applicable) in cash an amount equal to the lesser of (i) the unpaid amount of all such unpaid Obligations and (ii) the Obligations unpaid amount of the Parent Guaranteed Obligations, in either case with interest thereon from the due date at a rate of interest equal to the rate specified in Section 2.7(a) hereof, and thereupon the Lender Administrative Agent shall assign such Obligation, together with all security interests, if any, then held by the Lender Administrative Agent in respect of such Obligation, to the Corporate Guarantors Parent making such payment; such assignment to be subordinate and junior to the rights of the Lender Administrative Agent on behalf of itself, the Issuing Bank and the Lenders with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Parent, the Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors against the Borrower, arising as a result of the payment by any Corporate Guarantor of any sums to the Lender or directly to the Lender hereunder by way of right of subrogation or otherwise shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full of all the Obligations. If any amount shall be paid to such Corporate Guarantor for the account of the Borrower, such amount shall be held in trust for the benefit of the Lender, segregated from such Corporate Guarantor's own assets, and shall forthwith be paid to the Lender to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty Guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligation of the Guaranteed Obligations is rescinded or must otherwise be restored or returned by the Lender any Secured Party upon the bankruptcy or reorganization of any Borrower or a Corporate any Guarantor, or otherwise. In furtherance of the provisions of this Article 98, and not in limitation of any other right which the Lender any Credit Agreement Secured Party may have at law or in equity against the Borrower any Borrower, any Guarantor or a Corporate Guarantor any other Person by virtue hereof, upon failure of the any Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate applicable Guarantor hereunder of such Obligation hereby promises to and will, upon receipt of written demand by the LenderAdministrative Agent (acting at the request of a Credit Agreement Secured Party), forthwith pay or cause to be paid to the Lender Administrative Agent for the benefit of the Credit Agreement Secured Parties (as applicable) in cash an amount equal to the unpaid amount of all the Obligations such Obligation with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a2.12(a) hereof, and thereupon the Lender Administrative Agent shall assign assign, without recourse and without representation or warranty of any kind, such Obligation, together with and shall instruct the Collateral Trustee or the Tranche A Collateral Agent (as applicable), without recourse and without representation or warranty of any kind, to assign all security interests, if any, then held by the Lender Collateral Trustee or the Tranche A Collateral Trustee (as applicable), in respect of such Obligation, to the Corporate Guarantor or Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Collateral Agent, the Collateral Trustee or the Tranche A Collateral Agent on behalf of the Credit Agreement Secured Parties, the Secured Parties or the Lenders owed the Adjusted Tranche A Obligations (as applicable) with regard to amounts payable by the any Borrower in connection with the remaining unpaid Obligations (including Post-Petition Interest) and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors a Guarantor against the any Borrower, arising as a result of the payment by any Corporate such Guarantor of any sums to the Lender Administrative Agent for the benefit of the Credit Agreement Secured Parties, to the Tranche A Agent for the benefit of the Tranche A Lenders, or directly to the Lender Lenders or Credit Agreement Secured Party hereunder by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by by, such Corporate Guarantor until and unless, the prior final and indefeasible payment in full occurrence of all the ObligationsBank Credit Termination Date. If any amount shall be paid to such Corporate Guarantor for the account of the a Borrower, such amount shall be held in trust for the benefit of the LenderAdministrative Agent, segregated from such Corporate Guarantor's own assets, and shall forthwith be paid to the Lender Administrative Agent on behalf of the applicable Credit Agreement Secured Parties to be credited and applied to the Obligations, whether matured or unmatured."

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of principal of or interest on any Guaranteed Obligation is rescinded or must otherwise be restored by the Lender upon the bankruptcy or other reorganization of Borrower or a Corporate Guarantor, any other guarantor of any of the Guaranteed Obligations or otherwise. In furtherance of the provisions of this Article 9Guaranty Agreement, and not in limitation of any other right which the Lender may have at law or in equity against the Borrower or a Corporate Guarantor any other guarantor of any of the Guaranteed Obligations, by virtue hereof, upon failure of the Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the Lender, forthwith pay or cause to be paid to the Lender in cash an amount equal to the unpaid amount of all the Guaranteed Obligations with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a) hereof, and thereupon the Lender shall assign such Obligation, together with all security interests, if any, then held by the Lender in respect of such Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender with regard to amounts payable by the Borrower arising in connection with the remaining unpaid Loan Agreement, together with interest on the portion thereof that represents outstanding Obligations and to be pro tanto to at the extent to which rate provided for in the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) Loan Agreement. All rights of the Corporate Guarantors Guarantor against the Borrower, arising as a result Borrower or any other guarantor of the payment by any Corporate Guarantor of any sums to the Lender or directly to the Lender hereunder Obligations arising by way of right of subrogation or otherwise shall in all respects be subordinated subordinate and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, to the prior final and indefeasible payment in full only in cash of all the Guaranteed Obligations to Lender. In furtherance of the foregoing, until the Guaranteed Obligations have been paid in full in cash, (i) Guarantor hereby postpones and agrees not to exercise any right of subrogation, contribution or indemnification Guarantor has or may have as against Borrower or any other guarantor of the Obligations with respect to the Guaranteed Obligations; (ii) Guarantor hereby postpones and agrees not to exercise any right to proceed against Borrower or any other Person now or hereafter liable on account of the Obligations for contribution, indemnity, reimbursement, or any other similar rights (irrespective of whether direct or indirect, liquidated or contingent) with respect to the Guaranteed Obligations; and (iii) Guarantor hereby postpones and agrees not to exercise any right it may have to proceed or to seek recourse against or with respect to any property or asset of Borrower or any other Person now or hereafter liable on account of the Obligations in respect of the Guaranteed Obligations. If any an amount shall be paid to such Corporate Guarantor for the account of Borrower in respect of the Borrowerrights referred to in this paragraph, such amount shall be held in trust for the benefit of the Lender, segregated from such Corporate Guarantor's own assets, and shall forthwith be paid to the Lender to be credited and applied to the Guaranteed Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligation is rescinded or must otherwise be restored by the Lender Administrative Agent, the Issuing Bank or the Lenders upon the bankruptcy or reorganization of the Borrower or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 9, and not in limitation of any other right which the Lender Administrative Agent, the Issuing Bank or the Lenders may have at law or in equity against the Borrower or a Corporate Guarantor or any other Person by virtue hereof, upon failure of the Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the LenderAdministrative Agent on behalf of itself, the Issuing Bank and the Lenders, forthwith pay or cause to be paid to the Lender Administrative Agent for the benefit of the Administrative Agent, the Issuing Bank and the Lenders in cash an amount equal to the unpaid amount of all the Obligations with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a) hereof, and thereupon the Lender Administrative Agent shall assign such Obligation, together with all security interests, if any, then held by the Lender Administrative Agent in respect of such Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Administrative Agent on behalf of itself, the Issuing Bank and the Lenders with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors against the Borrower, arising as a result of the payment by any Corporate Guarantor of any sums to the Lender Administrative Agent for the benefit of itself, the Issuing Bank and the Lenders or directly to the Lender Lenders hereunder by way of right of subrogation or otherwise shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full of all the Obligations. If any amount shall be paid to such Corporate Guarantor for the account of the Borrower, such amount shall be held in trust for the benefit of the LenderAdministrative Agent, segregated from such Corporate Guarantor's own assets, and shall forthwith be paid to the Lender Administrative Agent on behalf of itself, the Issuing Bank and the Lenders to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligation is rescinded or must otherwise be restored by the Lender Administrative Agent, the Issuing Bank or the Lenders upon the bankruptcy or reorganization of a Borrower or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 9, and not in limitation of any other right which the Lender Administrative Agent, the Issuing Bank or the Lenders may have at law or in equity against the Borrower a Borrower, a Guarantor or a Corporate Guarantor any other Person by virtue hereof, upon failure of the Borrower Borrowers to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the LenderAdministrative Agent on behalf of itself, the Issuing Bank and/or the Lenders, forthwith pay or cause to be paid to the Lender Administrative Agent for the benefit of itself, the Issuing Bank and/or the Lenders (as applicable) in cash an amount equal to the unpaid amount of all the Obligations with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a) hereof, and thereupon the Lender Administrative Agent shall assign such Obligation, together with all security interests, if any, then held by the Lender Administrative Agent in respect of such Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Administrative Agent on behalf of itself, the Issuing Bank and the Lenders with regard to amounts payable by the Borrower Borrowers in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors a Guarantor against the BorrowerBorrowers, arising as a result of the payment by any Corporate such Guarantor of any sums to the Lender Administrative Agent for the benefit of the Administrative Agent, the Issuing Bank and/or the Lenders or directly to the Lender Lenders hereunder by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full of all the Obligations. If any amount shall be paid to such Corporate Guarantor for the account of the BorrowerBorrowers, such amount shall be held in trust for the benefit of the LenderAdministrative Agent, segregated from such Corporate Guarantor's own assets, and shall forthwith be paid to the Lender Administrative Agent on behalf of the Administrative Agent, the Issuing Bank and/or the Lenders to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of principal of or interest on any Guaranteed Obligation is rescinded or must otherwise be restored by the Lender upon the bankruptcy or other reorganization of Borrower Borrowers or a Corporate Guarantor, any other guarantor of any of the Guaranteed Obligations or otherwise. In furtherance of the provisions of this Article 9Guaranty Agreement, and not in limitation of any other right which the Lender may have at law or in equity against Borrowers or any other guarantor of any of the Borrower or a Corporate Guarantor Guaranteed Obligations, by virtue hereof, upon failure of the Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the Lender, forthwith pay or cause to be paid to the Lender in cash an amount equal to the unpaid amount of all the Guaranteed Obligations with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a) hereof, and thereupon the Lender shall assign such Obligation, together with all security interests, if any, then held by the Lender in respect of such Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender with regard to amounts payable by the Borrower arising in connection with the remaining unpaid Loan Agreement, together with interest on the portion thereof that represents outstanding Obligations and to be pro tanto to at the extent to which rate provided for in the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) Loan Agreement. All rights of the Corporate Guarantors Guarantor against the Borrower, arising as a result Borrowers or any other guarantor of the payment by any Corporate Guarantor of any sums to the Lender or directly to the Lender hereunder Obligations arising by way of right of subrogation or otherwise shall in all respects be subordinated subordinate and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, to the prior final and indefeasible payment in full of all the Guaranteed Obligations to Lender. In furtherance of the foregoing, until the Guaranteed Obligations have been paid in full, (i) Guarantor hereby postpones and agrees not to exercise any right of subrogation, contribution or indemnification Guarantor has or may have as against Borrowers or any other guarantor of the Obligations with respect to the Guaranteed Obligations; (ii) Guarantor hereby postpones and agrees not to exercise any right to proceed against Borrowers or any other Person now or hereafter liable on account of the Obligations for contribution, indemnity, reimbursement, or any other similar rights (irrespective of whether direct or indirect, liquidated or contingent) with respect to the Guaranteed Obligations; and (iii) Guarantor hereby postpones and agrees not to exercise any right it may have to proceed or to seek recourse against or with respect to any property or asset of Borrowers or any other Person now or hereafter liable on account of the Obligations in respect of the Guaranteed Obligations. If any an amount shall be paid to such Corporate Guarantor for the account of Borrowers in respect of the Borrowerrights referred to in this paragraph, such amount shall be held in trust for the benefit of the Lender, segregated from such Corporate Guarantor's own assets, and shall forthwith be paid to the Lender to be credited and applied to the Guaranteed Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty Guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligation is rescinded or must otherwise be restored by the Lender any Secured Party upon the bankruptcy or reorganization of Borrower or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 9, and not in limitation of any other right which the Lender any Secured Party may have at law or in equity against the Borrower Borrower, a Guarantor or a Corporate Guarantor any other Person by virtue hereof, upon failure of the Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the Lenderany Secured Party, forthwith pay or cause to be paid to the Lender Administrative Agent for the benefit of the Secured Parties (as applicable) in cash and in immediately available funds an amount equal to the unpaid amount of all the Obligations with interest thereon at a rate of interest equal to the applicable rate specified in Section 2.7(a) 2.8 hereof, and thereupon the Lender Administrative Agent shall assign such Obligation, together with all security interests, if any, then held by the Lender Administrative Agent in respect of such Obligation, to the Corporate Guarantor or Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Administrative Agent on behalf of the Secured Parties with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations (including interest accruing on and after the filing of any petition in bankruptcy or of reorganization of an obligor whether or not post filing interest is allowed in such proceeding) and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors a Guarantor against the Borrower, arising as a result of the payment by any Corporate such Guarantor of any sums to the Lender Administrative Agent for the benefit of the Secured Parties or directly to the Lender Lenders hereunder by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full in cash of all the ObligationsObligations (including interest accruing on and after the filing of any petition in bankruptcy or of reorganization of any Credit Party whether or not post filing interest is allowed in such proceeding). If any amount shall be paid to such Corporate Guarantor for the account of the Borrower, such amount shall be held in trust for the benefit of the LenderAdministrative Agent, segregated from such Corporate Guarantor's ’s own assets, and shall forthwith be paid to the Lender Administrative Agent on behalf of the Secured Parties to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor ------------------------------------ further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligation is rescinded or must otherwise be restored by the Lender Administrative Agent, the Fronting Bank or the Lenders upon the bankruptcy or reorganization of Borrower or a Corporate Guarantor, or otherwise. In furtherance of the provisions of this Article 98, and not in limitation of any other right which the Lender Administrative Agent, the Fronting Bank or the Lenders may have at law or in equity against the Borrower or a Corporate Guarantor by virtue hereof, upon failure of the Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the LenderAdministrative Agent on behalf of the Lenders, forthwith pay or cause to be paid to the Lender Administrative Agent for the benefit of the Lenders in cash an amount equal to the unpaid amount of all the Obligations with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a2.8(a) hereof, and thereupon the Lender Administrative Agent shall to the extent permitted by the Collateral Agency Agreement, direct the Collateral Agent to assign such Obligation, together with all security interests, if any, then held by the Lender Collateral Agent on behalf of the Administrative Agent in respect of such Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender Administrative Agent on behalf of the Lenders with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of the Corporate Guarantors against the Borrower, arising as a result of the payment by any Corporate Guarantor of any sums to the Lender Administrative Agent for the benefit of the Lenders or directly to the Lender Lenders hereunder by way of right of subrogation or otherwise shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full of all the Obligations. If any amount shall be paid to such Corporate Guarantor for the account of the Borrower, such amount shall be held in trust for the benefit of the LenderAdministrative Agent, segregated from such Corporate Guarantor's own assets, and shall forthwith be paid to the Lender Administrative Agent on behalf of the Lenders to be credited and applied to the Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of principal of or interest on any Guaranteed Obligation is rescinded or must otherwise be restored by the Lender Purchaser or the Agent upon the bankruptcy or other reorganization of Borrower or a Corporate Guarantor, Seller or otherwise. In furtherance of the provisions of this Article 9Guaranty, and not in limitation of any other right which the Lender Purchaser or the Agent may have at law or in equity against the Borrower or a Corporate Guarantor Seller by virtue hereof, upon failure of the Borrower a Seller to pay any Guaranteed Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the LenderPurchaser or the Agent, forthwith pay or cause to be paid to the Lender Purchaser or the Agent in cash an amount equal to the unpaid amount of all the Obligations with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a) hereofsuch Guaranteed Obligation, and thereupon the Lender Purchaser or the Agent shall assign such Guaranteed Obligation, together with all security interests, if any, then held by the Lender Agent or the Purchaser in respect of such Guaranteed Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such paymentsGuarantor. (b) All rights of the Corporate Guarantors against the Borrower, arising as a result of the Upon payment by any Corporate Guarantor of any sums to the Lender or directly to Purchaser and the Lender hereunder Agent hereunder, all rights of Guarantor against any Seller involved, arising as a result thereof by way of right of subrogation or otherwise otherwise, shall in all respects be subordinated subordinate and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, to the prior final and indefeasible payment in full of all the ObligationsGuaranteed Obligations (other than unasserted contingent indemnification obligations) to the Purchaser and the Agent. If any an amount shall be paid to such Corporate Guarantor for the account of the Borrowera Seller, such amount shall be held in trust for the benefit of the Lender, segregated from such Corporate Guarantor's own assets, Purchaser and shall forthwith be paid to the Lender Agent to be credited and applied to the Guaranteed Obligations, whether matured or unmatured.

Continuation and Reinstatement, etc. (a) Each Corporate Guarantor further agrees that its guaranty hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of principal of or interest on any Obligation is rescinded or must otherwise be restored by the Lender upon the bankruptcy or reorganization of the Borrower or a Corporate Guarantorthe Guarantors, or otherwise. In furtherance of the provisions of this Article 9, 8 and not in limitation of any other right which the Lender may have at law or in equity against the Borrower or a Corporate any Guarantor by virtue hereof, upon failure of the Borrower to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice or otherwise, each Corporate Guarantor hereby promises to and will, upon receipt of written demand by the Lender, forthwith pay or cause to be paid to the Lender in cash an amount equal to the unpaid amount of all the Obligations with interest thereon at a rate of interest equal to the rate specified in Section 2.7(a) hereofthe Notes, and thereupon the Lender shall assign such Obligation, together with all security interests, if any, then held by the Lender in respect of such Obligation, to the Corporate Guarantors making such payment; such assignment to be subordinate and junior to the rights of the Lender with regard to amounts payable by the Borrower in connection with the remaining unpaid Obligations and to be pro tanto to the extent to which the Obligation in question was discharged by the Corporate Guarantor or Corporate Guarantors making such payments. (b) All rights of Upon the Corporate Guarantors against the Borrower, arising as a result of the payment by any Corporate Guarantor of any sums to the Lender or directly to the Lender hereunder by way of right of subrogation or otherwise shall in all respects be subordinated and junior in right of payment to, and shall not be exercised by such Corporate Guarantor until and unless, the prior final and indefeasible payment in full of all principal of and interest on the Notes and any other amounts payable by the Borrower under the Loan Documents, the Guarantors shall be subrogated to the rights of the holders of the Notes in respect of any payment or other obligation with respect to which an amount has been payable by the Guarantors hereunder. The Guarantors shall not seek to exercise any rights of subrogation, reimbursement or indemnity arising from payments made by the Guarantors pursuant to the provisions of this Agreement until the full and complete payment or performance and discharge of the Obligations. If any amount shall be paid to such Corporate Guarantor for the account of the Borrower, such amount shall be held in trust for the benefit of the Lender, segregated from such Corporate Guarantor's own assets, and shall forthwith be paid to the Lender to be credited and applied to the Obligations, whether matured or unmatured.