Common use of Contribution with Respect to Guaranty Obligations Clause in Contracts

Contribution with Respect to Guaranty Obligations. (a) To the extent that any Credit Party shall make a payment under this Section 13 of all or any of the Obligations (other than Loans made to that Borrower for which it is primarily liable) (a “Guarantor Payment”) that, taking into account all other Guarantor Payments then previously or concurrently made by any other Credit Party, exceeds the amount that such Credit Party would otherwise have paid if each Credit Party had paid the aggregate Obligations satisfied by such Guarantor Payment in the same proportion that such Credit Party’s “Allocable Amount” (as defined below) (as determined immediately prior to such Guarantor Payment) bore to the aggregate Allocable Amounts of each Credit Party as determined immediately prior to the making of such Guarantor Payment, then, following the Termination Date, such Credit Party shall be entitled to receive contribution and indemnification payments from, and be reimbursed by, each other Credit Party for the amount of such excess, pro rata based upon their respective Allocable Amounts in effect immediately prior to such Guarantor Payment.

Contribution with Respect to Guaranty Obligations. (a) To the extent that any Credit Loan Party shall make a payment under this Section 13 Article III of all or any of the Obligations (other than Loans Advances made to that Borrower for which it is primarily liable) (a “Guarantor Payment”) that, taking into account all other Guarantor Payments then previously or concurrently made by any other Credit Loan Party, exceeds the amount that such Credit Loan Party would otherwise have paid if each Credit Loan Party had paid the aggregate Obligations satisfied by such Guarantor Payment in the same proportion that such Credit Loan Party’s “Allocable Amount” (as defined below) (as determined immediately prior to such Guarantor Payment) bore to the aggregate Allocable Amounts of each Credit Loan Party as determined immediately prior to the making of such Guarantor Payment, then, following the Termination Date, such Credit Loan Party shall be entitled to receive contribution and indemnification payments from, and be reimbursed by, each other Credit Loan Party for the amount of such excess, pro rata based upon their respective Allocable Amounts in effect immediately prior to such Guarantor Payment.

Contribution with Respect to Guaranty Obligations. (a) To the extent that any Credit Party Guarantor shall make a payment under this Section 13 of all or any of the Obligations (other than Loans made to that Borrower for which it is primarily liable) (a “Guarantor Payment”) thatwhich, taking into account all other Guarantor Payments then previously or concurrently made by any other Credit PartyGuarantor, exceeds the amount that which such Credit Party Guarantor would otherwise have paid if each Credit Party Guarantor had paid the aggregate Obligations satisfied by such Guarantor Payment in the same proportion that such Credit PartyGuarantor’s “Allocable Amount” (as defined below) (as determined immediately prior to such Guarantor Payment) bore to the aggregate Allocable Amounts of each Credit Party of the Guarantors as determined immediately prior to the making of such Guarantor Payment, then, following the occurrence of the Termination Date, such Credit Party Guarantor shall be entitled to receive contribution and indemnification payments from, and be reimbursed by, each other Credit Loan Party for the amount of such excess, pro rata based upon their respective Allocable Amounts in effect immediately prior to such Guarantor Payment.

Contribution with Respect to Guaranty Obligations. (a) To the extent that any Credit Loan Party shall make a payment under this Section 13 Article III of all or any of the Obligations (other than Loans (i) Advances made to that a Borrower for which it is primarily liableliable and (ii) the Obligations of such Loan Party as a counterparty under any Secured Hedge Agreement or direct obligor under any Bank Product Document or Secured Supply Chain Financing) (a “Guarantor Payment”) that, taking into account all other Guarantor Payments then previously or concurrently made by any other Credit Loan Party, exceeds the amount that such Credit Loan Party would otherwise have paid if each Credit Loan Party had paid the aggregate Obligations satisfied by such Guarantor Payment in the same proportion that such Credit Loan Party’s “Allocable Amount” (as defined below) (as determined immediately prior to such Guarantor Payment) bore to the aggregate Allocable Amounts of each Credit Loan Party as determined immediately prior to the making of such Guarantor Payment, then, following the Termination Release Date, such Credit Loan Party shall be entitled to receive contribution and indemnification payments from, and be reimbursed by, each other Credit Loan Party for the amount of such excess, pro rata based upon their respective Allocable Amounts in effect immediately prior to such Guarantor Payment.

Contribution with Respect to Guaranty Obligations. (a) To the extent that any Credit Party shall make a payment under this Section 13 12 of all or any of the Obligations (other than Loans made to that Borrower Credit Party for which it is primarily liable) (a “Guarantor Payment”) that, taking into account all other Guarantor Payments then previously or concurrently made by any other Credit Party, exceeds the amount that such Credit Party would otherwise have paid if each Credit Party had paid the aggregate Obligations satisfied by such Guarantor Payment in the same proportion that such Credit Party’s “Allocable Amount” (as defined below) (as determined immediately prior to such Guarantor Payment) bore to the aggregate Allocable Amounts of each of the Credit Party Parties as determined immediately prior to the making of such Guarantor Payment, then, following indefeasible payment in full in cash of the Termination DateObligations and termination of the Commitments, such Credit Party shall be entitled to receive contribution and indemnification payments from, and be reimbursed by, each other Credit Party for the amount of such excess, pro rata based upon their respective Allocable Amounts in effect immediately prior to such Guarantor Payment.

Contribution with Respect to Guaranty Obligations. (a) To the extent that any Credit Party shall make a payment under this Section 13 12 of all or any of the Obligations (other than Loans made to that Borrower Credit Party for which it is primarily liable) (a “"Guarantor Payment”") that, taking into account all other Guarantor Payments then previously or concurrently made by any other Credit Party, exceeds the amount that such Credit Party would otherwise have paid if each Credit Party had paid the aggregate Obligations satisfied by such Guarantor Payment in the same proportion that such Credit Party’s “'s "Allocable Amount” " (as defined below) (as determined immediately prior to such Guarantor Payment) bore to the aggregate Allocable Amounts of each of the Credit Party Parties as determined immediately prior to the making of such Guarantor Payment, then, following indefeasible payment in full in cash of the Termination DateObligations and termination of the Commitments, such Credit Party shall be entitled to receive contribution and indemnification payments from, and be reimbursed by, each other Credit Party for the amount of such excess, pro rata based upon their respective Allocable Amounts in effect immediately prior to such Guarantor Payment.

Contribution with Respect to Guaranty Obligations. (a) To the extent that any Credit Loan Party shall make a payment under this Section 13 12 of all or any of the Secured Obligations (other than Loans made to that Borrower Loan Party for which it is primarily liable) (a “Guarantor Payment”) thatwhich, taking into account all other Guarantor Payments then previously or concurrently made by any other Credit Loan Party, exceeds the amount that which such Credit Loan Party would otherwise have paid if each Credit Loan Party had paid the aggregate Secured Obligations satisfied by such Guarantor Payment in the same proportion that such Credit Loan Party’s “Allocable Amount” (as defined below) (as determined immediately prior to such Guarantor Payment) bore to the aggregate Allocable Amounts of each Credit Party of the Loan Parties as determined immediately prior to the making of such Guarantor Payment, then, following the Termination Dateoccurrence of the full and final payment in Cash of all of the Secured Obligations (other than inchoate obligations), such Credit Loan Party shall be entitled to receive contribution and indemnification payments from, and be reimbursed by, each other Credit Loan Party for the amount of such excess, pro rata based upon their respective Allocable Amounts in effect immediately prior to such Guarantor Payment.

Contribution with Respect to Guaranty Obligations. (a) To the extent that any Credit Party shall make a payment under this Section 13 Article X of all or any of the Obligations (other than Loans made to that Borrower Credit Party for which it is primarily liable) (a “Guarantor Payment”) that, taking into account all other Guarantor Payments then previously or concurrently made by any other Credit Party, exceeds the amount that such Credit Party would otherwise have paid if each Credit Party had paid the aggregate Obligations satisfied by such Guarantor Payment in the same proportion that such Credit Party’s “Allocable Amount” (as defined below) (as determined immediately prior to such Guarantor Payment) bore to the aggregate Allocable Amounts of each of the Credit Party Parties as determined immediately prior to the making of such Guarantor Payment, then, following indefeasible payment in full in cash of the Termination DateObligations and termination of the Commitments, such Credit Party shall be entitled to receive contribution and indemnification payments from, and be reimbursed by, each other Credit Party for the amount of such excess, pro rata based upon their respective Allocable Amounts in effect immediately prior to such Guarantor Payment.

Contribution with Respect to Guaranty Obligations. (a) To the extent that any Credit Party Borrower shall make a payment under this Section 13 of all or any of the Obligations (other than Loans made to that Borrower for which it is primarily liable) (a “Guarantor Payment”) that, taking into account all other Guarantor Payments then previously or concurrently made by any other Credit Party, exceeds the amount that such Credit Party Borrower would otherwise have paid if each Credit Party Borrower had paid the aggregate Obligations satisfied by such Guarantor Payment in the same proportion that such Credit Party’s “Allocable Amount” (as defined below) (as determined immediately prior to such Guarantor Payment) bore to the aggregate Allocable Amounts of each of the Credit Party Parties as determined immediately prior to the making of such Guarantor Payment, then, following indefeasible payment in full in cash of the Termination DateObligations and termination of the Commitments, such Credit Party shall be entitled to receive contribution and indemnification payments from, and be reimbursed by, each other Credit Party for the amount of such excess, pro rata based upon their respective Allocable Amounts in effect immediately prior to such Guarantor Payment.

Contribution with Respect to Guaranty Obligations. (a) To the extent that any Credit Loan Party shall make a payment under this Section 13 of all or any of the Obligations (other than Term Loans made to that Borrower Loan Party, for which it is primarily liable) (a “Guarantor Payment”) thatwhich, taking into account all other Guarantor Payments then previously or concurrently made by any other Credit Loan Party, exceeds the amount that which such Credit Loan Party would otherwise have paid if each Credit Loan Party had paid the aggregate Obligations satisfied by such Guarantor Payment in the same proportion that such Credit Loan Party’s “Allocable Amount” Amount (as defined below) (as determined immediately prior to such Guarantor Payment) bore to the aggregate Allocable Amounts of each Credit Party of the Loan Parties as determined immediately prior to the making of such Guarantor Payment, then, following the occurrence of the Termination Date, such Credit Loan Party shall be entitled to receive contribution and indemnification payments from, and be reimbursed by, each other Credit Loan Party for the amount of such excess, pro rata based upon their respective Allocable Amounts in effect immediately prior to such Guarantor Payment.

Contribution with Respect to Guaranty Obligations. (a) To the extent that any Credit Loan Party shall make a payment under this Section 13 12 of all or any of the Obligations (other than Loans made to that Borrower Loan Party for which it is primarily liable) (a “Guarantor Payment”) thatwhich, taking into account all other Guarantor Payments then previously or concurrently made by any other Credit Loan Party, exceeds the amount that which such Credit Loan Party would otherwise have paid if each Credit Loan Party had paid the aggregate Obligations satisfied by such Guarantor Payment in the same proportion that such Credit Loan Party’s “Allocable Amount” (as defined below) (as determined immediately prior to such Guarantor Payment) bore to the aggregate Allocable Amounts of each Credit Party of the Loan Parties as determined immediately prior to the making of such Guarantor Payment, then, following the occurrence of the Termination Date, such Credit Loan Party shall be entitled to receive contribution and indemnification payments from, and be reimbursed by, each other Credit Loan Party for the amount of such excess, pro rata based upon their respective Allocable Amounts in effect immediately prior to such Guarantor Payment.

Contribution with Respect to Guaranty Obligations. (a) To the extent that any Credit Loan Party shall make a payment under this Section 13 16 of all or any of the Obligations (other than Loans made to that Borrower such Loan Party for which it is primarily liable) (a “Guarantor Payment”) that, taking into account all other Guarantor Payments then previously or concurrently made by any other Credit Loan Party, exceeds the amount that such Credit Loan Party would otherwise have paid if each Credit Loan Party had paid the aggregate Obligations satisfied by such Guarantor Payment in the same proportion that such Credit Loan Party’s “Allocable Amount” (as defined below) (as determined immediately prior to such Guarantor Payment) bore to the aggregate Allocable Amounts of each Credit Party of the Loan Parties as determined immediately prior to the making of such Guarantor Payment, then, following indefeasible payment in full in cash of the Termination DateObligations and termination of the commitments to lend hereunder, such Credit Loan Party shall be entitled to receive contribution and indemnification payments from, and be reimbursed by, each other Credit Loan Party for the amount of such excess, pro rata based upon their respective Allocable Amounts in effect immediately prior to such Guarantor Payment.

Contribution with Respect to Guaranty Obligations. (a) To the extent that any Credit Loan Party shall make a payment under this Section 13 12 of all or any of the Secured Obligations (other than Loans made to that Borrower Loan Party for which it is primarily liable) (a “Guarantor Payment”) thatwhich, taking into account all other Guarantor Payments then previously or concurrently made by any other Credit Loan Party, exceeds the amount that which such Credit Loan Party would otherwise have paid if each Credit Loan Party had paid the aggregate Secured Obligations satisfied by such Guarantor Payment in the same proportion that such Credit Loan Party’s “Allocable Amount” (as defined below) (as determined immediately prior to such Guarantor Payment) bore to the aggregate Allocable Amounts of each Credit Party of the Loan Parties as determined immediately prior to the making of such Guarantor Payment, then, following the Termination Dateoccurrence of the full and final payment in Cash of all of the Secured Obligations (other than inchoate obligations), such Credit Loan Party shall be entitled to receive contribution and indemnification payments from, and be reimbursed by, each other Credit Loan Party for the amount of such excess, pro rata based 4810-9912-0636 v.15 upon their respective Allocable Amounts in effect immediately prior to such Guarantor Payment.

Contribution with Respect to Guaranty Obligations. (a) To the extent that any Credit Loan Party shall make a payment under this Section 13 12 of all or any of the Secured Obligations (other than Loans made to that Borrower Loan Party for which it is primarily liable) (a “Guarantor Payment”) thatwhich, taking into account all other Guarantor Payments then previously or concurrently made by any other Credit Loan Party, exceeds the amount that which such Credit Loan Party would otherwise have paid if each Credit Loan Party had paid the aggregate Secured Obligations satisfied by such Guarantor Payment in the same proportion that such Credit Loan Party’s “Allocable Amount” (as defined below) (as determined immediately prior to such Guarantor Payment) bore to the aggregate Allocable Amounts of each Credit Party of the Loan Parties as determined immediately prior to the making of such Guarantor Payment, then, following the Termination Dateoccurrence of the full and final payment in Cash of all of the Secured Obligations (other than inchoate indemnity obligations), such Credit Loan Party shall be entitled to receive contribution and indemnification payments from, and be reimbursed by, each other Credit Loan Party for the amount of such excess, pro rata based upon their respective Allocable Amounts in effect immediately prior to such Guarantor Payment.

Contribution with Respect to Guaranty Obligations. (a) To the extent that any Credit Loan Party shall make a payment under this Section 13 Article X of all or any of the Obligations (other than Loans made to that Borrower Loan Party for which it is primarily liable) (a “Guarantor Payment”) that, taking into account all other Guarantor Payments then previously or concurrently made by any other Credit Loan Party, exceeds the amount that such Credit Loan Party would otherwise have paid if each Credit Loan Party had paid the aggregate Obligations satisfied by such Guarantor Payment in the same proportion that such Credit Loan Party’s “Allocable Amount” (as defined below) (as determined immediately prior to such Guarantor Payment) bore to the aggregate Allocable Amounts of each Credit of the Loan Party as determined immediately prior to the making of such Guarantor Payment, then, following indefeasible payment in full in cash of the Termination DateObligations and termination of the Commitment, such Credit Loan Party shall be entitled to receive contribution and indemnification payments from, and be reimbursed by, each other Credit Loan Party for the amount of such excess, pro rata based upon their respective Allocable Amounts in effect immediately prior to such Guarantor Payment.

Contribution with Respect to Guaranty Obligations. (a) To the extent that any Credit Loan Party shall make a payment under this Section 13 Article III of all or any of the Obligations (other than Loans Advances made to that Borrower for which it is primarily liable) (a “Guarantor Payment”) that, taking into account all other Guarantor Payments then previously or concurrently made by any other Credit Loan Party, exceeds 126 the amount that such Credit Loan Party would otherwise have paid if each Credit Loan Party had paid the aggregate Obligations satisfied by such Guarantor Payment in the same proportion that such Credit Loan Party’s “Allocable Amount” (as defined below) (as determined immediately prior to such Guarantor Payment) bore to the aggregate Allocable Amounts of each Credit Loan Party as determined immediately prior to the making of such Guarantor Payment, then, following the Termination Date, such Credit Loan Party shall be entitled to receive contribution and indemnification payments from, and be reimbursed by, each other Credit Loan Party for the amount of such excess, pro rata based upon their respective Allocable Amounts in effect immediately prior to such Guarantor Payment.

Contribution with Respect to Guaranty Obligations. (a) To the extent that any Credit Loan Party shall make a payment under this Section 13 of all or any of the Obligations (other than Term Loans made to that Borrower Loan Party for which it is primarily liable) (a “Guarantor 49 Payment”) thatwhich, taking into account all other Guarantor Payments then previously or concurrently made by any other Credit Loan Party, exceeds the amount that which such Credit Loan Party would otherwise have paid if each Credit Loan Party had paid the aggregate Obligations satisfied by such Guarantor Payment in the same proportion that such Credit Loan Party’s “Allocable Amount” (as defined below) (as determined immediately prior to such Guarantor Payment) bore to the aggregate Allocable Amounts of each Credit Party of the Loan Parties as determined immediately prior to the making of such Guarantor Payment, then, following the occurrence of the Termination Date, such Credit Loan Party shall be entitled to receive contribution and indemnification payments from, and be reimbursed by, each other Credit Loan Party for the amount of such excess, pro rata based upon their respective Allocable Amounts in effect immediately prior to such Guarantor Payment.

Contribution with Respect to Guaranty Obligations. (a) To the extent that any Credit Party shall make a payment under this Section 13 15 of all or any of the Obligations (other than Loans made to that Borrower Credit Party for which it is primarily liable) (a “"Guarantor Payment”") that, taking into account all other Guarantor Payments then previously or concurrently made by any other Credit Party, exceeds the amount that such Credit Party would otherwise have paid if each Credit Party had paid the aggregate Obligations satisfied by such Guarantor Payment in the same proportion that such Credit Party’s “'s "Allocable Amount” " (as defined below) (as determined immediately prior to such Guarantor Payment) bore to the aggregate Allocable Amounts of each of the Credit Party Parties as determined immediately prior to the making of such Guarantor Payment, then, following indefeasible payment in full in cash of the Termination DateObligations and termination of the Commitments, such Credit Party shall be entitled to receive contribution and indemnification payments from, and be reimbursed by, each other Credit Party for the amount of such excess, pro rata based upon their respective Allocable Amounts in effect immediately prior to such Guarantor Payment.

Contribution with Respect to Guaranty Obligations. (a) To the extent that any Credit Loan Party shall make a payment under this Section 13 Article XIII of all or any of the Obligations (other than Loans made to that Borrower Loan Party for which it is primarily liable) (a “Guarantor Payment”) thatwhich, taking into account all other Guarantor Payments then previously or concurrently made by any other Credit Loan Party, exceeds the amount that which such Credit Loan Party would otherwise have paid if each Credit Loan Party had paid the aggregate Obligations satisfied by such Guarantor Payment in the same proportion that such Credit Loan Party’s “Allocable Amount” (as defined below) (as determined immediately prior to such Guarantor Payment) bore to the aggregate Allocable Amounts of each Credit Party of the Loan Parties as determined immediately prior to the making of such Guarantor Payment, then, following the occurrence of the Termination Date, such Credit Loan Party shall be entitled to receive contribution and indemnification payments from, and be reimbursed by, each other Credit Loan Party for the amount of such excess, pro rata based upon their respective Allocable Amounts in effect immediately prior to such Guarantor Payment.

Contribution with Respect to Guaranty Obligations. (a) To the extent that any Credit Loan Party shall make a payment under this Section 13 Article III of all or any of the Obligations (other than Loans Advances made to that Borrower for which it is primarily liable) (a “Guarantor Payment”) that, taking into account all other Guarantor Payments then previously or concurrently made by any other Credit Loan Party, exceeds the amount that such Credit Loan Party would otherwise have paid if each Credit Loan Party had paid the aggregate Obligations satisfied by such Guarantor Payment in the same proportion that such Credit Loan Party’s “Allocable Amount” (as defined below) (as determined immediately prior to such Guarantor Payment) bore to the aggregate Allocable Amounts of each Credit Loan Party as determined immediately prior to the making of such Guarantor Payment, then, following the Termination DateDate and the indefeasible payment in full in cash of all Obligations and termination of all Commitments, such Credit Loan Party shall be entitled to receive contribution and indemnification payments from, and be reimbursed by, each other Credit Loan Party for the amount of such excess, pro rata based upon their respective Allocable Amounts in effect immediately prior to such Guarantor Payment.

Contribution with Respect to Guaranty Obligations. (a) To the extent that any Credit Loan Party shall make a payment under this Section 13 of all or any of the Obligations (other than Loans made to that Borrower Loan Party for which it is primarily liable) (a “Guarantor Payment”) thatwhich, taking into account all other Guarantor Payments then previously or concurrently made by any other Credit Loan Party, exceeds the amount that which such Credit Loan Party would otherwise have paid if each Credit Loan Party had paid the aggregate Obligations satisfied by such Guarantor Payment in the same proportion that such Credit Loan Party’s “Allocable Amount” (as defined below) (as determined immediately prior to such Guarantor Payment) bore to the aggregate Allocable Amounts of each Credit of the Loan Party as determined immediately prior to the making of such Guarantor Payment, then, following indefeasible payment in full in cash of the Termination DateObligations and termination of the Commitments, such Credit Loan Party shall be entitled to receive contribution and indemnification payments from, and be reimbursed by, each other Credit Loan Party for the amount of such excess, pro rata based upon their respective Allocable Amounts in effect immediately prior to such Guarantor Payment.