Contribution; Subordination Clause Samples
Contribution; Subordination. Each Borrower (a “Contributing Borrower”) agrees that when a payment shall be made by any other Borrower under the Loan Documents upon enforcement thereof (such other Borrower, the “Claiming Borrower”), the Contributing Borrower shall indemnify the Claiming Borrower in an amount equal to the amount of such payment multiplied by a fraction of which the numerator shall be the net worth of the Contributing Borrower on December 31, 2002 (or, with respect to any Borrower becoming a party hereto pursuant to Section 9.04, the date such Contributing Borrower became a Borrower) and the denominator shall be the aggregate net worth of all Borrowers on December 31, 2002 (or, in the case of any Borrower becoming a party hereto pursuant to Section 9.04, the date such Borrower became a Borrower). All rights of the Borrowers under this Section and any other rights of indemnity, contribution or subrogation under applicable law or otherwise shall be fully subordinated to the indefeasible payment in full in cash of all amounts payable by the Borrowers pursuant to the Loan Documents.
Contribution; Subordination. Each Guarantor (a "CONTRIBUTING GUARANTOR") agrees that, in the event a payment shall be made by any other Guarantor under this Agreement or assets of any other Guarantor shall be sold pursuant to this Agreement to satisfy a claim against any UNOVA Company (such other Guarantor, the "CLAIMING GUARANTOR"), the Contributing Guarantor shall indemnify the Claiming Guarantor in an amount equal to the amount of such payment or the greater of the book value or the fair market value of such assets, as the case may be, in each case multiplied by a fraction of which the numerator shall be the net worth of the Contributing Guarantor on November 13, 2000 (or, in the case of any Guarantor becoming a party hereto pursuant to Section 19 after such date, the date of the Supplement hereto executed and delivery by such Guarantor) and the denominator shall be the aggregate net worth of all the Guarantors on November 13, 2000 (or, in the case of any Guarantor becoming a party hereto pursuant to Section 19 after such date, the date of the Supplement hereto executed and delivered by such Guarantor). All rights of the Guarantors under this Section and any other rights of indemnity, contribution or subrogation under applicable law or otherwise shall be fully subordinated to the indefeasible payment in full in cash of the Secured Obligations.
Contribution; Subordination. Each Canadian Grantor (a “Contributing Guarantor”) agrees that, in the event a payment shall be made by any other Canadian Grantor under this Agreement or assets of any other Canadian Grantor shall be sold pursuant to this Agreement to satisfy a claim against the relevant Canadian Grantor or any of its Canadian Subsidiaries (such other Canadian Grantor, the “Claiming Guarantor”) the Contributing Guarantor shall indemnify the Claiming Guarantor in an amount equal to the amount of such payment or the greater of the book value or the fair market value of such assets, as the case may be, in each case multiplied by a fraction of which the numerator shall be the net worth of the Contributing Guarantor as of December 31, 2003 (or, in the case of any Canadian Grantor becoming a party hereto pursuant to Section 14 after the Effective Date, the end of the fiscal quarter most recently ended before the date of the Canadian Security Agreement Supplement executed and delivered by such Canadian Grantor and the denominator shall be the aggregate of all such amounts (without duplication) for all such Canadian Grantors. All rights of the Canadian Grantors under this Section and any other rights of indemnity, contribution or subrogation under applicable law or otherwise shall be fully subordinated to the indefeasible payment in full in cash of the Secured Obligations.
Contribution; Subordination. Each Subsidiary Debtor (a "CONTRIBUTING SUBSIDIARY Debtor") agrees that, in the event a payment shall be made by any other Subsidiary Debtor under this Agreement or under Article 9 of the Existing Agreement or assets of any other Subsidiary Debtor shall be sold pursuant to this Agreement to satisfy a claim against any Debtor (such other Subsidiary Debtor, the "CLAIMING SUBSIDIARY DEBTOR"), the Contributing Subsidiary Debtor shall indemnify the Claiming Subsidiary Debtor in an amount equal to the amount of such payment or the greater of the book value or the fair market value of such assets, as the case may be, in each case multiplied by a fraction of which the numerator shall be the net worth of the Contributing Subsidiary Debtor on the date the Contributing Subsidiary Debtor becomes a party hereto and the denominator shall be the aggregate net worth of all the Subsidiary Debtors on the date the Contributing Subsidiary Debtor becomes a party hereto. All rights of the Subsidiary Debtors under this Section and any other rights of indemnity, contribution or subrogation under applicable law or otherwise not
Contribution; Subordination. All rights of the Subsidiary Guarantors of contribution and any other rights of indemnity, contribution or subrogation under applicable law or otherwise shall be fully subordinated to the indefeasible payment in full in cash in satisfaction of the Obligations.