Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties under or in connection with the Credit Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Documents or by reason of any amount being payable, or liability arising, under this Section 15: (i) to be indemnified by a Credit Party; (ii) to claim any contribution from any other guarantor of any Credit Party’s obligations under the Credit Documents; (iii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors under the Credit Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Documents by any Lender Creditor; (iv) to bring legal or other proceedings for an order requiring any Credit Party to make any payment, or perform any obligation, in respect of which the Guarantor has given a guarantee, undertaking or indemnity under Section 15.01; (v) to exercise any right of set-off against any Credit Party; and/or (vi) to claim or prove as a creditor of any Credit Party in competition with any Lender Creditor. If the Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors by the Credit Parties under or in connection with the Credit Documents to be repaid in full on trust for the Lender Creditors and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4.
Appears in 35 contracts
Samples: Loan Agreement (Norwegian Cruise Line Holdings Ltd.), Loan Agreement (NCL CORP Ltd.), Fourth Supplemental Agreement (Norwegian Cruise Line Holdings Ltd.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 17:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 17.1 (Guarantee and Indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4.Clause 28 (Payment mechanics)
Appears in 6 contracts
Samples: Credit Facilities Agreement (Gold Fields LTD), Credit Facility Agreement (Gold Fields LTD), Bridge Facility Agreement (Gold Fields LTD)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15:Clause 21 (Guarantee and indemnity):
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 21.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 33 (Payment mechanics).
Appears in 6 contracts
Samples: Senior Revolving Facility Agreement (Nord Anglia Education, Inc.), Amendment and Restatement Agreement (Nord Anglia Education, Inc.), Revolving Facility Agreement (Nord Anglia Education, Inc.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 20:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01this Clause 20;
(ve) to exercise any right of set-set off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the Guarantor any Obligor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors by the Credit Parties under or in connection with the Credit Documents Secured Obligations to be repaid or discharged in full full, on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 31 (Payment mechanics).
Appears in 5 contracts
Samples: Amendment and Restatement Agreement (Melco Resorts & Entertainment LTD), Amendment and Restatement Agreement (STUDIO CITY INTERNATIONAL HOLDINGS LTD), Amendment and Restatement Agreement (STUDIO CITY INTERNATIONAL HOLDINGS LTD)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties under Principals arising out of, or in connection with with, the Credit Documents Guaranteed Obligations have been irrevocably paid in full and unless the Facility Agent we otherwise directsdirect, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Facility Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 2:
(ia) to be indemnified by a Credit PartyPrincipal;
(iib) to claim any contribution from any other guarantor Principal of any Credit Party’s Principal's obligations under the Credit Facility Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the us as Lender Creditors under the Credit Facility Documents or of any other guarantee or security Security taken pursuant to, or in connection with, the Credit Facility Documents by any Lender Creditorus;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Principal to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 2.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyPrincipal; and/or
(vif) to claim or prove as a creditor of any Credit Party Principal in competition with any Lender Creditorus. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors us by the Credit Parties Principals under or in connection with the Credit Facility Documents to be repaid in full on trust for the Lender Creditors us and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct us for application in accordance with Section 4towards the Guaranteed Obligations.
Appears in 5 contracts
Deferral of Guarantors’ rights. (a) Each Obligor acknowledges and agrees with each Guarantor that, subject to the terms and conditions of this Clause 24.8 and to the extent permitted by applicable law, upon the payment by the Guarantors of any of their obligations under this guarantee (whether pursuant to the guarantees, undertakings or indemnities given in Clause 24.1 (Guarantee and indemnity) or otherwise):
(i) each Obligor shall indemnify the Guarantors for the full amount of such payment; and
(ii) the Guarantors shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment (such rights of indemnification and subrogation, together with all other rights of the Guarantors, by reason of the performance of any of their obligations under this guarantee, or any action taken pursuant to any rights conferred by or pursuant to this guarantee, to be indemnified by any person, to prove in respect of any liability in the winding-up of any person or to take the benefit of or enforce any Security or guarantees or to exercise any rights of contribution are, collectively, the “Subrogation Rights”).
(b) Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents or Hedging Documents have been irrevocably paid in full and unless the Facility Agent otherwise directsfull, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15the Hedging Documents:
(i) to be indemnified by a Credit Partyan Obligor;
(ii) to claim any contribution from any other guarantor Guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents or the Hedging Documents;; or
(iii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties or the Hedging Banks under the Credit Finance Documents or of any other guarantee or security Security taken pursuant to, or in connection with, the Credit Finance Documents or Hedging Documents by any Lender Creditor;
(iv) to bring legal Finance Party or other proceedings for an order requiring any Credit Party to make any payment, or perform any obligation, in respect of which Hedging Bank. From and after the Guarantor has given a guarantee, undertaking or indemnity under Section 15.01;
(v) to exercise any right of set-off against any Credit Party; and/or
(vi) to claim or prove as a creditor of any Credit Party in competition with any Lender Creditor. If the Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable date when all amounts which may be or become payable to the Lender Creditors by the Credit Parties Obligors under or in connection with the Credit Finance Documents to and Hedging Documents have been irrevocably paid in full, the Subrogation Rights of the Guarantors may be repaid exercised and enforced by the Guarantors in full on trust for the Lender Creditors and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4their sole discretion.
Appears in 4 contracts
Samples: Loan Agreement (International Game Technology PLC), Loan Agreement (International Game Technology PLC), Loan Agreement (International Game Technology PLC)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 17:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 17.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor (provided that this shall not prevent the exercise of set-off between Obligors in the ordinary course of business (excluding any repayment or prepayment of intra-Group loans) as permitted by Clause 20.3 (Negative pledge); and/or
(vi) to claim or prove as a creditor of any Credit Party in competition with any Lender Creditor. If the Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors by the Credit Parties under or in connection with the Credit Documents to be repaid in full on trust for the Lender Creditors and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4.
Appears in 4 contracts
Samples: Squeeze Out Facility Agreement (Coca-Cola HBC AG), Bond Bridge Facility Agreement (Coca-Cola HBC AG), Squeeze Out Facility Agreement (Coca-Cola HBC AG)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent or, as the case may be, the Security Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 19:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Secured Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorGuaranteed Finance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 19.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 30 (Payment mechanics).
Appears in 4 contracts
Samples: Facility Agreement (Marine Harvest ASA), Facility Agreement (Marine Harvest ASA), Facility Agreement (Marine Harvest ASA)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 21:
(i) to be indemnified by a Credit Party;
(iia) to claim by way of contribution or indemnity in relation to any contribution from of the obligations of each Borrower under any other guarantor of any Credit Party’s obligations under the Credit Finance Documents;
(iiib) to claim or prove as a creditor of any Borrower or any other person or its estate in competition with the Finance Parties of any of them;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 21.1 (Guarantee and Indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 31 (Payment Mechanics).
Appears in 4 contracts
Samples: Super Senior Facilities Agreement (Liberty Global PLC), Senior Facilities Agreement (Liberty Global PLC), Amendment and Restatement Agreement (Liberty Global PLC)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 25:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 25.1 (Guarantee and Indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 37 (Payment mechanics).
Appears in 3 contracts
Samples: Term Facility Agreement (Manchester United PLC), Term Facility Agreement (Manchester United PLC), Revolving Facilities Agreement (Manchester United Ltd.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Obligor Parties under or in connection with the Credit Transaction Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise or otherwise enjoy the benefit of any rights right which it may have by reason of performance by it of its obligations under the Credit Transaction Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 19:
(ia) to be indemnified by a Credit an Obligor Party;
(iib) to claim any contribution from any other guarantor of or provider of security for any Credit Obligor Party’s obligations under the Credit Transaction Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Secured Parties under the Credit Transaction Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Transaction Documents by any Lender CreditorSecured Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Obligor Party to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 19.1 (Guarantee and Indemnity);
(ve) to exercise any right of set-off against any Credit Obligor Party; and/or
(vif) to claim or prove as a creditor of any Credit Obligor Party in competition with any Lender CreditorSecured Party. If the a Guarantor receives shall receive any benefit, payment or distribution in relation to any such rights right it shall hold that benefit, payment or distribution to the extent (or so much of it as may be necessary to enable all amounts which may be or become payable to the Lender Creditors Secured Parties by the Credit Obligor Parties under or in connection with the Credit Transaction Documents to be repaid paid in full full) on trust for the Lender Creditors Secured Parties, and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 32 (Payment mechanics).
Appears in 3 contracts
Samples: Facility Agreement (GDS Holdings LTD), Facility Agreement (GDS Holdings LTD), Facility Agreement (GDS Holdings LTD)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, arising under this Section 15Clause 17:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 17.1 (Guarantee and Indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 28 (Payment Mechanics).
Appears in 3 contracts
Samples: Facility Agreement, Facility Agreement, Facility Agreement
Deferral of Guarantors’ rights. 18.7.1 Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 18:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of or provider of security for any Credit Party’s Obligor's obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation subrogation, cession of action or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 18.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim claim, rank, prove or prove vote as a creditor or shareholder of any Credit Party Obligor in competition with any Lender Creditor. Finance Party.
18.7.2 If the a Guarantor receives any benefit, payment or distribution in relation to such rights rights, it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for, or otherwise for the Lender Creditors benefit of, the Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 31 (Payment Mechanics).
Appears in 3 contracts
Samples: Senior Facility Agreement (Lesaka Technologies Inc), Common Terms Agreement (Net 1 Ueps Technologies Inc), Common Terms Agreement (Net 1 Ueps Technologies Inc)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Borrower under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the Guarantor will not exercise or otherwise enjoy the benefit of any rights right which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 17:
(ia) to be indemnified by a Credit Partythe Borrower;
(iib) to claim any contribution from any other guarantor of any Credit Party’s or provider of security for the Borrower's obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 17.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the Guarantor receives shall receive any benefit, payment or distribution in relation to any such rights right it shall hold that benefit, payment or distribution to the extent (or so much of it as may be necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid paid in full full) on trust for the Lender Creditors Finance Parties, and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 30 (Payment Mechanics).
Appears in 3 contracts
Samples: Loan Agreement (PCGI Intermediate Holdings LTD), Facility Agreement (PCGI Intermediate Holdings LTD), Facility Agreement (PCGI Intermediate Holdings LTD)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 19:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit Party’s Obligor's obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 19.1 (Guarantee and indemnity), and without limiting the generality of the foregoing and of Clause 19.4 (Waiver of defences), in the case of any Obligor incorporated in the Philippines, to obtain release from the guarantee, or to demand a security that shall protect it from any proceedings by the creditor and from the danger of insolvency of any Obligor;
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 40 (Payment Mechanics).
Appears in 3 contracts
Samples: Facilities Agreement (StarTek, Inc.), Facilities Agreement (StarTek, Inc.), Facilities Agreement (StarTek, Inc.)
Deferral of Guarantors’ rights. 18.7.1 Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 18:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of or provider of security for any Credit Party’s Obligor's obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation subrogation, cession of action or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 18.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim claim, rank, prove or prove vote as a creditor or shareholder of any Credit Party Obligor in competition with any Lender Creditor. Finance Party.
18.7.2 If the a Guarantor receives any benefit, payment or distribution in relation to such rights rights, it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for, or otherwise for the Lender Creditors benefit of, the Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 30 (Payment Mechanics).
Appears in 3 contracts
Samples: Common Terms Agreement (Net 1 Ueps Technologies Inc), Common Terms Agreement (Net 1 Ueps Technologies Inc), Common Terms Agreement (Net 1 Ueps Technologies Inc)
Deferral of Guarantors’ rights. Until all amounts All rights which may the Guarantors at any time have (whether in respect of this guarantee, a mortgage or any other transaction) against any Borrower, any other Obligor or their respective assets shall be or become payable by fully subordinated to the Credit rights of the Secured Parties under or in connection with the Credit Finance Documents have been irrevocably paid in full and until the end of the Security Period and unless the Facility Agent otherwise directs, the Guarantor Guarantors will not exercise any rights which it they may have (whether in respect of any Finance Document to which it is a Party or any other transaction) by reason of performance by it the Guarantors of its their obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15:Clause 17 (Guarantee and Indemnity – Guarantors):
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any third party providing security for, or any other guarantor of of, any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Secured Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorSecured Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the Guarantor has Guarantors have given a guarantee, undertaking or indemnity under Section 15.01Clause 17 (Guarantee and Indemnity – Guarantors);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorSecured Party. If the Guarantor receives Guarantors receive any benefit, payment or distribution in relation to such rights it they shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Secured Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Secured Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 37 (Payment Mechanics).
Appears in 3 contracts
Samples: Term Loan Facility (Ardmore Shipping Corp), Term Loan Facility (Ardmore Shipping Corp), Term Loan Facility (Ardmore Shipping Corp)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15clause 22 :
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security Security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01clause 22.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4clause 34 (Payment mechanics).
Appears in 3 contracts
Samples: Senior Facilities Agreement (Luxfer Holdings PLC), Senior Facilities Agreement (Luxfer Holdings PLC), Senior Facilities Agreement (Luxfer Holdings PLC)
Deferral of Guarantors’ rights. (a) Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 18:
(i) to be indemnified by a Credit Partyan Obligor;
(ii) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(iv) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01this Clause 18;
(v) to exercise any right of set-off against any Credit PartyObligor; and/or
(vi) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender Creditor. Finance Party.
(b) If the a Guarantor receives any benefit, payment or distribution in relation to such rights as referred to in paragraph (a) above, it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust behalf of and for the Lender Creditors account of the Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 30 (Payment mechanics).
Appears in 3 contracts
Samples: Term and Revolving Facilities Agreement (KNOT Offshore Partners LP), Term and Revolving Facilities Agreement (KNOT Offshore Partners LP), Term and Revolving Facilities Agreement
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the Guarantor no Obligor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payablepayable to any other Obligor in any capacity, or liability arisingarising out of any transaction, under this Section 15whatsoever:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit Party’s Obligor's obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 15.1 (Guarantee and Indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the Guarantor an Obligor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on or trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 29.5.
Appears in 3 contracts
Samples: Subordinated Facility Agreement (Diana Shipping Inc.), Facility Agreement (Diana Containerships Inc.), Subordinated Facility Agreement (Diana Containerships Inc.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors and the Spanish Pledgor under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15clause 20:
(ia) to be indemnified by a Credit Partyan Obligor or the Spanish Pledgor;
(iib) to claim any contribution from any other guarantor of any Credit Party’s Obligor's or the Spanish Pledgor's obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor or the Spanish Pledgor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01clause 20.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor or the Spanish Pledgor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor or the Spanish Pledgor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors or the Spanish Pledgor under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4clause 34 (Payment mechanics).
Appears in 2 contracts
Samples: Amendment and Restatement Agreement (Aegean Marine Petroleum Network Inc.), Borrowing Base Facility Agreement (Aegean Marine Petroleum Network Inc.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents and/or any Hedging Agreements have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of and/or any amount being payable, or liability arising, under this Section 15Hedging Agreements:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit Party’s Obligor's obligations under the Credit DocumentsFinance Documents and/or any Hedging Agreements;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or the Hedging Bank under any Hedging Agreements or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party or any Hedging Agreements by the Hedging Bank;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01this Clause 19 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party or the Hedging Bank. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties or the Hedging Bank (as the case may be) by the Credit Parties Obligors under or in connection with the Credit Finance Documents or any Hedging Agreements (as the case may be) to be repaid in full on trust for the Lender Creditors Finance Parties or the Hedging Bank (as the case may be) and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 32 (Payment mechanics) of this Agreement.
Appears in 2 contracts
Samples: Facility Agreement (DHT Holdings, Inc.), Facility Agreement (DHT Holdings, Inc.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by of the Credit Parties under or in connection with the Credit Documents have Indebtedness has been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any right of recourse or any other rights which it may have by reason of performance by it of its obligations under the Credit Documents Guarantee set out in the Guarantee or by reason of any amount being payableother obligations under the Finance Documents, or liability arising, under this Section 15including any right:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit Party’s Obligor's obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01the Guarantee;
(ve) to exercise any right of set-off against any Credit Party; and/orObligor;
(vif) to claim or prove as a creditor of any Credit Party Obligor in connection with any bankruptcy or other insolvency proceedings in competition with any Lender CreditorFinance Party; and/or
g) to take any steps towards any insolvency proceedings against any Obligor. If the a Guarantor receives any benefit, payment or distribution in relation to such rights rights, it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors by the Credit Parties under or in connection with the Credit Documents to be repaid in full on trust for the Lender Creditors and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4this Agreement.
Appears in 2 contracts
Samples: Facility Agreement (Pangaea Logistics Solutions Ltd.), Facility Agreement (Quartet Holdco Ltd.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 19:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 19.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 31 (Payment mechanics).
Appears in 2 contracts
Samples: Facility Agreement (Giant Interactive Group Inc.), Facility Agreement (Baring Asia Private Equity Fund v Co-Investment L.P.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties under or in connection with the Credit Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Documents or by reason of any amount being payable, or liability arising, under this Section 15:: -127-
(i) to be indemnified by a Credit Party;
(ii) to claim any contribution from any other guarantor of any Credit Party’s obligations under the Credit Documents;
(iii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors under the Credit Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Documents by any Lender Creditor;
(iv) to bring legal or other proceedings for an order requiring any Credit Party to make any payment, or perform any obligation, in respect of which the Guarantor has given a guarantee, undertaking or indemnity under Section 15.01;
(v) to exercise any right of set-off against any Credit Party; and/or
(vi) to claim or prove as a creditor of any Credit Party in competition with any Lender Creditor. If the Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors by the Credit Parties under or in connection with the Credit Documents to be repaid in full on trust for the Lender Creditors and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4.
Appears in 2 contracts
Samples: Loan Agreement (NCL CORP Ltd.), Loan Agreement (Norwegian Cruise Line Holdings Ltd.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 17:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security Security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 17.1 (Guarantee);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors account of the Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 28 (Payment mechanics).
Appears in 2 contracts
Samples: Facility Agreement (Delhaize Group), Facility Agreement (Delhaize Group)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 20:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of or provider of security for any Credit Party’s Obligor's obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant tounder, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity Guarantee under Section 15.01Clause 20.1 (Guarantee);
(ve) to exercise any right of set-off against any Credit Party; and/orObligor;
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party; and/or
(g) in any form of administration of an Obligor (including liquidation, winding up, bankruptcy, voluntary administration, dissolution or receivership or any analogous process) prove for or claim, or exercise any vote or other rights in respect of, any indebtedness of any nature owed to it by the Obligor. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 36 (Payment Mechanics).
Appears in 2 contracts
Samples: Syndicated Facility Agreement (Metals Acquisition LTD), Syndicated Facility Agreement (Metals Acquisition Corp)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by (a) During the Credit Parties under or in connection with the Credit Documents have been irrevocably paid in full Liability Period, and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 23:
(i) to receive or claim payment from or be indemnified by a Credit Partyan Obligor;
(ii) to claim any contribution from any other guarantor of, or provider of Security in respect of, any Credit Party’s Obligor's obligations under the Credit Finance Documents;
(iii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors any Finance Party under the Credit Documents any Finance Document or of any other guarantee or security Security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(iv) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 23.1 (Guarantee and indemnity);
(v) to exercise any right of set-off against any Credit PartyObligor; and/or
(vi) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender Creditor. Finance Party.
(b) If the Guarantor an Obligor receives any benefit, payment or distribution in relation to such any rights referred to in paragraph (a) above it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 36 (Payment mechanics).
Appears in 2 contracts
Samples: Note Subscription Agreement (CorpAcq Group PLC), Note Subscription Agreement (CorpAcq Group PLC)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility COFACE Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 19:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 19.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility COFACE Agent or as the Facility COFACE Agent may direct for application in accordance with Section 4Clause 30 (Payment Mechanics).
Appears in 2 contracts
Samples: Loan Agreement (Iridium Communications Inc.), Facility Agreement (Iridium Communications Inc.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties under or in connection with the Credit Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Documents or by reason of any amount being payable, or liability arising, under this Section 15:
(i) to be indemnified by a Credit Party;
(ii) to claim any contribution from any other guarantor of any Credit Party’s obligations under the Credit Documents;
(iii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors under the Credit Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Documents by any Lender Creditor;; -121-
(iv) to bring legal or other proceedings for an order requiring any Credit Party to make any payment, or perform any obligation, in respect of which the Guarantor has given a guarantee, undertaking or indemnity under Section 15.01;
(v) to exercise any right of set-off against any Credit Party; and/or
(vi) to claim or prove as a creditor of any Credit Party in competition with any Lender Creditor. If the Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors by the Credit Parties under or in connection with the Credit Documents to be repaid in full on trust for the Lender Creditors and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4.
Appears in 2 contracts
Samples: Loan Agreement (NCL CORP Ltd.), Loan Agreement (Norwegian Cruise Line Holdings Ltd.)
Deferral of Guarantors’ rights. Until (i) all amounts which may be or become payable by any or all of the Credit Parties Transaction Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full full, (ii) no Finance Party is under any actual or contingent obligation to make available any further advance or financial accommodation under any Finance Document and (iii) no hedging transaction is outstanding under any Hedging Agreement and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 19:
(ia) to be indemnified by a Credit Partyany Transaction Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyTransaction Obligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Transaction Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 19 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyTransaction Obligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Transaction Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to any such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Secured Parties by the Credit Parties Transaction Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Secured Parties and shall promptly pay or transfer the same to the Facility Security Agent or as the Facility Security Agent may direct for application in accordance with Section 4Clause 31 (Payment mechanics) and the Intercreditor Agreement.
Appears in 2 contracts
Samples: Facility Agreement (WuXi PharmaTech (Cayman) Inc.), Facility Agreement (WuXi PharmaTech (Cayman) Inc.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise or otherwise enjoy the benefit of any rights right which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 17:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of or provider of security for any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 17.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the any Guarantor receives shall receive any benefit, payment or distribution in relation to any such rights right it shall hold that benefit, payment or distribution to the extent (or so much of it as may be necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid paid in full full) on trust for the Lender Creditors Finance Parties, and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 28 (Payment Mechanics).
Appears in 2 contracts
Samples: Facility Agreement (Alibaba Group Holding LTD), Facilities Agreement (Alibaba Group Holding LTD)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Debtors under or in connection with the Credit Pari Passu Debt Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Pari Passu Debt Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 22:
(ia) to be indemnified by a Credit Partyan Debtor;
(iib) to claim any contribution from any other guarantor of any Credit PartyDebtor’s obligations under the Credit Pari Passu Debt Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Pari Passu Debt Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Pari Passu Debt Documents by any Lender Pari Passu Creditor;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Debtor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 22.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyDebtor; and/or
(vif) to claim or prove as a creditor of any Credit Party Debtor in competition with any Lender Pari Passu Creditor. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Debtors under or in connection with the Credit Pari Passu Debt Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4direct.
Appears in 2 contracts
Samples: Intercreditor Agreement (Selina Hospitality PLC), Intercreditor Agreement (Selina Hospitality PLC)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Senior Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Senior Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 23:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Senior Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Senior Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Senior Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 23.1 (Guarantee and Indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights rights, it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Senior Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 26 (Payments).
Appears in 2 contracts
Samples: Fleet Financing Facility Agreement (Avis Budget Group, Inc.), Avis Europe Interim Fleet Financing Facility Agreement (Avis Budget Group, Inc.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15:Clause 19 (Guarantee and Indemnity):
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor Guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 19.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 30 (Payment Mechanics) of this Agreement.
Appears in 2 contracts
Samples: Facility Agreement (InterXion Holding N.V.), Facility Agreement (InterXion Holding N.V.)
Deferral of Guarantors’ rights. (a) Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 23:
(i) to be indemnified by a Credit Partyan Obligor;
(ii) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(iv) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 23.1 (Guarantee and indemnity);
(v) to exercise any right of set-off against any Credit PartyObligor; and/or
(vi) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender Creditor. Finance Party.
(b) If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust (to the extent it is able to do so in accordance with any law applicable to it) for the Lender Creditors Finance Parties and shall promptly pay or transfer the same same, but subject to the Facility limitations and exceptions provided in this Clause 23 or in any Accession Deed by which it became a Guarantor, to the Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 35 (Payment mechanics).
Appears in 2 contracts
Samples: Revolving Facility Agreement (Manchester United PLC), Revolving Facility Agreement (Manchester United PLC)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Borrowers under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Documents or by reason of any amount being payable, or liability arising, under this Section 15Finance Documents:
(i) 21.7.1 to be indemnified by a Credit Party;an Obligor; and/or
(ii) 21.7.2 to claim any contribution from any other guarantor of any Credit Party’s obligations of any Borrower under the Credit Finance Documents;; and/or
(iii) 21.7.3 to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender Creditor;
(iv) to bring legal or other proceedings for an order requiring any Credit Party to make any payment, or perform any obligation, in respect of which the Guarantor has given a guarantee, undertaking or indemnity under Section 15.01;
(v) to exercise any right of set-off against any Credit Finance Party; and/or
(vi) to claim or prove as a creditor of any Credit Party in competition with any Lender Creditor. If the Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable Until all amounts which may be or become payable to the Lender Creditors by the Credit Parties Borrowers under or in connection with the Credit Finance Documents to be repaid have been irrevocably paid in full full, each Finance Party (or any trustee or agent on trust for the Lender Creditors its behalf) may:
21.8.1 refrain from applying or enforcing any other moneys, security or rights held or received by that Finance Party (or any trustee or agent on its behalf) in respect of those amounts, or apply and shall promptly pay or transfer enforce the same in such manner and order as it sees fit (whether against those amounts or otherwise) and no Guarantor shall be entitled to the Facility Agent benefit of the same; and
21.8.2 hold in an interest-bearing suspense account any moneys received from any Guarantor or as the Facility Agent may direct for application in accordance with Section 4on account of any Guarantor's liability under this Clause 21.
Appears in 2 contracts
Samples: Credit Agreement (NTL Delaware Inc), Credit Agreement (NTL Inc/De/)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties under or in connection with the Credit Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Documents or by reason of any amount being payable, or liability arising, under this Section 15:
(i) to be indemnified by a Credit Party;
(ii) to claim any contribution from any other guarantor of any Credit Party’s obligations under the Credit Documents;
(iii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors under the Credit Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Documents by any Lender Creditor;
(iv) to bring legal or other proceedings for an order requiring any Credit Party to make any payment, or perform any obligation, in respect of which the Guarantor has given a guarantee, undertaking or indemnity under Section 15.01;; -126-
(v) to exercise any right of set-off against any Credit Party; and/or
(vi) to claim or prove as a creditor of any Credit Party in competition with any Lender Creditor. If the Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors by the Credit Parties under or in connection with the Credit Documents to be repaid in full on trust for the Lender Creditors and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4.
Appears in 2 contracts
Samples: Loan Agreement (Norwegian Cruise Line Holdings Ltd.), Loan Agreement (NCL CORP Ltd.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 18:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 18.1 (Guarantee and Indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 31 (Payment mechanics).
Appears in 2 contracts
Samples: Multicurrency Revolving Facility Agreement (Luxottica Group Spa), Facility Agreement (Luxottica Group Spa)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 20:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 20.1 (Guarantee and Indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 31 (Payment mechanics).
Appears in 2 contracts
Samples: Unsecured Uncommitted Revolving Facilities Agreement (Molson Coors Brewing Co), Revolving Facilities Agreement (Molson Coors Brewing Co)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent (or, as the case may be, the Security Agent) otherwise directs, the Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 16:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 16.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 28 (Payment mechanics).
Appears in 2 contracts
Samples: Facility Agreement (Platinum Underwriters Holdings LTD), Facility Agreement (Platinum Underwriters Holdings LTD)
Deferral of Guarantors’ rights. Until all amounts All rights which may the Guarantor at any time has (whether in respect of this guarantee, a mortgage or any other transaction) against either Borrower, any other Transaction Obligor or their respective assets shall be or become payable by fully subordinated to the Credit rights of the Secured Parties under or in connection with the Credit Finance Documents have been irrevocably paid in full and until the end of the Security Period and unless the Facility Agent otherwise directs, the Guarantor will not exercise any rights which it may have (whether in respect of any Finance Document to which it is a Party or any other transaction) by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15:Clause 17 (Guarantee and Indemnity):
(ia) to be indemnified by a Credit PartyTransaction Obligor;
(iib) to claim any contribution from any third party providing security for, or any other guarantor of of, any Credit Party’s Transaction Obligor's obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Secured Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorSecured Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Transaction Obligor to make any payment, or perform any obligation, in respect of which the Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 17.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyTransaction Obligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Transaction Obligor in competition with any Lender CreditorSecured Party. If the Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Secured Parties by the Credit Parties Transaction Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Secured Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 35 (Payment Mechanics).
Appears in 2 contracts
Samples: Facility Agreement (Okeanis Eco Tankers Corp.), Facility Agreement (Okeanis Eco Tankers Corp.)
Deferral of Guarantors’ rights. Until all amounts All rights which may the Guarantor at any time has (whether in respect of this guarantee, a mortgage or any other transaction) against the Borrowers, any other Transaction Obligor or their respective assets shall be or become payable by fully subordinated to the Credit rights of the Secured Parties under or in connection with the Credit Finance Documents have been irrevocably paid in full and until the end of the Security Period and unless the Facility Agent otherwise directsdirects (acting on the instructions of the Majority Lenders), the Guarantor will not exercise any rights which it may have (whether in respect of any Finance Document to which it is a Party or any other transaction) by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15:Clause 16 (Guarantee and Indemnity):
(ia) to be indemnified by a Credit PartyTransaction Obligor;
(iib) to claim any contribution from any third party providing security for, or any other guarantor of of, any Credit Party’s Transaction Obligor's obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Secured Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorSecured Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Transaction Obligor to make any payment, or perform any obligation, in respect of which the Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 16.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyTransaction Obligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Transaction Obligor in competition with any Lender CreditorSecured Party. If the Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Secured Parties by the Credit Parties Transaction Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Secured Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct (acting on the instructions of the Majority Lenders) for application in accordance with Section 4Clause 33 (Payment Mechanics).
Appears in 2 contracts
Samples: Facility Agreement (United Maritime Corp), Term Loan Facility (Seanergy Maritime Holdings Corp.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility COFACE Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 19:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit Party’s Obligor's obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 19.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility COFACE Agent or as the Facility COFACE Agent may direct for application in accordance with Section 4Clause 30 (Payment Mechanics).
Appears in 2 contracts
Samples: Supplemental Agreement (Iridium Communications Inc.), Supplemental Agreement (Iridium Communications Inc.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15clause 18:
(ia) to be indemnified by a Credit Partyanother Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the Guarantor Guarantors has given a guarantee, undertaking or indemnity under Section 15.01this clause 18;
(ve) to exercise any right of set-off against any Credit Partyother Obligor; and/or
(vif) to claim or prove as a creditor of any Credit Party other Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution will promptly pay an equal amount to the extent necessary to enable Agent for application in accordance with clause 30 (Payment Mechanics). This only applies until all amounts which may be or become payable to the Lender Creditors by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid have been irrevocably paid in full on trust for the Lender Creditors and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4full.
Appears in 2 contracts
Samples: Secured Credit Facility Agreement, Secured Credit Facility Agreement (Seadrill Partners LLC)
Deferral of Guarantors’ rights. 21.7.1 Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 21:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of or provider of security for any Credit Party’s Obligor's obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation subrogation, cession of action or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 21.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim claim, rank, prove or prove vote as a creditor or shareholder of any Credit Party Obligor in competition with any Lender Creditor. Finance Party.
21.7.2 If the a Guarantor receives any benefit, payment or distribution in relation to such rights rights, it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for, or otherwise for the Lender Creditors benefit of, the Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 33 (Payment Mechanics).
Appears in 2 contracts
Samples: Common Terms Agreement (Net 1 Ueps Technologies Inc), Common Terms Agreement (Net 1 Ueps Technologies Inc)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 18:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit Party’s Obligor's obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 18.1 (Guarantee and Indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the Guarantor an Obligor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 30 (Payment mechanics).
Appears in 2 contracts
Samples: Loan Agreement (Harry Winston Diamond Corp), Facility Agreement (Harry Winston Diamond Corp)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 19:
(i) 19.7.1 to be indemnified by a Credit Partyan Obligor;
(ii) 19.7.2 to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iii) 19.7.3 to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(iv) 19.7.4 to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 19.1 (Guarantee and Indemnity);
(v) 19.7.5 to exercise any right of set-off against any Credit PartyObligor; and/or
(vi) 19.7.6 to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 30 (Payment Mechanics).
Appears in 2 contracts
Samples: Revolving Facility Agreement (Sibanye Gold LTD), Revolving Facility Agreement (Sibanye Gold LTD)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by (a) During the Credit Parties under or in connection with the Credit Documents have been irrevocably paid in full Liability Period, and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 21:
(i) to receive or claim payment from or be indemnified by a Credit Partyan Obligor;
(ii) to claim any contribution from any other guarantor of, or provider of Security in respect of, any Credit Party’s Obligor's obligations under the Credit Finance Documents;
(iii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors any Finance Party under the Credit Documents any Finance Document or of any other guarantee or security Security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(iv) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 21.1 (Guarantee and indemnity);
(v) to exercise any right of set-off against any Credit PartyObligor; and/or
(vi) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender Creditor. Finance Party.
(b) If the a Guarantor receives any benefit, payment or distribution in relation to such any rights referred to in paragraph (a) above it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 33 (Payment mechanics).
Appears in 2 contracts
Samples: Senior Term Facilities Agreement (CorpAcq Group PLC), Senior Term Facilities Agreement (CorpAcq Group PLC)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Borrower under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent Lender otherwise directs, the no Guarantor will not exercise or otherwise enjoy the benefit of any rights right which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 18:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender Creditorthe Lender;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 18.1 (Guarantee and Indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender Creditorthe Lender. If the a Guarantor receives any benefit, payment or distribution in relation to any such rights it shall hold that benefit, payment or distribution distribution, to the extent necessary to enable all of the amounts which may be or become payable to the Lender Creditors by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full full, on trust for the Lender Creditors and shall promptly pay or transfer the same to the Facility Agent Lender or as the Facility Agent Lender may direct for application in accordance with Section 4Clause 26 (Payment Mechanics).
Appears in 2 contracts
Samples: Facility Agreement (Sequoia Capital China I Lp), Facility Agreement (Chiu Na Lai)
Deferral of Guarantors’ rights. (a) Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15clause 18:
(i) to be indemnified by a Credit Partyanother Obligor;
(ii) to claim any contribution from any other guarantor of any Credit Party’s Obligor's obligations under the Credit Finance Documents;
(iii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(iv) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the that Guarantor has given a guarantee, undertaking or indemnity under Section 15.01clause 18 (Guarantee and indemnity);
(v) to exercise any right of set-off against any Credit Partyother Obligor; and/or
(vi) to claim or prove as a creditor of any Credit Party other Obligor in competition with any Lender Creditor. Finance Party.
(b) If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution will promptly pay an equal amount to the extent necessary to enable Agent for application in accordance with clause 39 (Payment mechanics). This only applies until all amounts which may be or become payable to the Lender Creditors by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid have been irrevocably paid in full on trust for the Lender Creditors and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4full.
Appears in 2 contracts
Samples: Facility Agreement, Facility Agreement (Danaos Corp)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15:Clause 16 (Guarantee and indemnity):
(iA) to be indemnified by a Credit Partyan Obligor;
(iiB) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiiC) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivD) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 16.1 (Guarantee and indemnity);
(vE) to exercise any right of set-off against any Credit PartyObligor; and/or
(viF) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 31 (Payment mechanics).
Appears in 2 contracts
Samples: Term Facility Agreement (Rockley Photonics Holdings LTD), Support Letter (Rockley Photonics Holdings LTD)
Deferral of Guarantors’ rights. (a) Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 18:
(i) to be indemnified by a Credit Partyan Obligor;
(ii) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(iv) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01this Clause 18;
(v) to exercise any right of set-off against any Credit PartyObligor; and/or
(vi) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender Creditor. Finance Party.
(b) If the a Guarantor receives any benefit, payment or distribution in relation to such rights as referred to in paragraph (a) above, it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust behalf of and for the Lender Creditors account of the Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 431(Payment mechanics).
Appears in 2 contracts
Samples: Term Facility Agreement, Term Facility Agreement (KNOT Offshore Partners LP)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 22:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 22.1 (Guarantee and Indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 33 (Payment mechanics).
Appears in 2 contracts
Samples: Revolving Facility Agreement (South Texas Supply Company, Inc.), Revolving Facility Agreement (South Texas Supply Company, Inc.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 19:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 19.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 30 (Payment Mechanics).
Appears in 2 contracts
Samples: Facility Agreement, Facility Agreement (VTTI Energy Partners LP)
Deferral of Guarantors’ rights. Until all amounts All rights which may any Guarantor at any time has (whether in respect of this guarantee, a mortgage or any other transaction) against the Borrower, any other Obligor or their respective assets shall be or become payable by fully subordinated to the Credit rights of the Finance Parties under or in connection with the Credit Finance Documents have been irrevocably paid in full and until the end of the Security Period and unless the Facility Agent otherwise directs, the each Guarantor will not exercise any rights which it may have (whether in respect of any Finance Document to which it is a Party or any other transaction) by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15:Clause 16 (Guarantee and Indemnity – Subsidiaries):
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any third party providing security for, or any other guarantor of of, any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the such Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 16.1 (Guarantee and Indemnity – Subsidiaries);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the any Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 32 (Payment Mechanics).
Appears in 2 contracts
Samples: Credit Agreement (DHT Holdings, Inc.), Credit Agreement (DHT Holdings, Inc.)
Deferral of Guarantors’ rights. Until all amounts All rights which may the Guarantors at any time have (whether in respect of this guarantee, a mortgage or any other transaction) against any Borrower, any other Obligor or their respective assets shall be or become payable by fully subordinated to the Credit rights of the Secured Parties under or in connection with the Credit Finance Documents have been irrevocably paid in full and until the end of the Security Period and unless the Facility Agent otherwise directs, the Guarantor Guarantors will not exercise any rights which it they may have (whether in respect of any Finance Document to which it is a Party or any other transaction) by reason of performance by it the Guarantors of its their obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15:Clause 17 (Guarantee and Indemnity – Guarantors):
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any third party providing security for, or any other guarantor of of, any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Secured Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorSecured Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the Guarantor has Guarantors have given a guarantee, undertaking or indemnity under Section 15.01Clause 17 (Guarantee and Indemnity – Guarantors);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorSecured Party. If the Guarantor receives Guarantors receive any benefit, payment or distribution in relation to such rights it they shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Secured Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Secured Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 36 (Payment Mechanics).
Appears in 2 contracts
Samples: Term Loan Facility (Ardmore Shipping Corp), Term Loan Facility (Ardmore Shipping Corp)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 11:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 11.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 9 (Application of Moneys).
Appears in 2 contracts
Samples: Credit Facility Agreement (Amtrust Financial Services, Inc.), Facility Agreement (Amtrust Financial Services, Inc.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 17:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 17.1 (Guarantee and Indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 30 (Payment mechanics).
Appears in 2 contracts
Samples: Facility Agreement (Ocean Rig UDW Inc.), Facility Agreement (DryShips Inc.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15:Clause 17.1 (Guarantee and indemnity):
(i) 17.7.1. to be indemnified by a Credit Partyan Obligor;
(ii) 17.7.2. to claim any contribution from any other guarantor of or provider of security for any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iii) 17.7.3. to take the benefit (in whole or in part and whether by way of subrogation subrogation, cession of action or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(iv) 17.7.4. to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 17.1 (Guarantee and indemnity);
(v) 17.7.5. to exercise any right of set-off against any Credit PartyObligor; and/or
(vi) 17.7.6. to claim claim, rank, prove or prove vote as a creditor or shareholder of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights rights, it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for, or otherwise for the Lender Creditors benefit of, the Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 28 (Payment Mechanics).
Appears in 2 contracts
Samples: Term and Revolving Credit Facilities Agreement (Sibanye Gold LTD), Term and Revolving Credit Facilities Agreement (Sibanye Gold LTD)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Additional Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Documents or by reason of any amount being payable, or liability arising, under this Section 15Finance Documents:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01this Clause 19 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the an Additional Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 32 (Payment mechanics) of this Agreement.
Appears in 2 contracts
Samples: Facility Agreement (Nordic American Offshore Ltd.), Facility Agreement (Nordic American Offshore Ltd.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Obligor Parties under or in connection with the Credit Transaction Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the Guarantor will not exercise or otherwise enjoy the benefit of any rights right which it may have by reason of performance by it of its obligations under the Credit Transaction Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 19:
(ia) to be indemnified by a Credit an Obligor Party;
(iib) to claim any contribution from any other guarantor of or provider of security for any Credit Obligor Party’s obligations under the Credit Transaction Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Secured Parties under the Credit Transaction Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Transaction Documents by any Lender CreditorSecured Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Obligor Party to make any payment, or perform any obligation, in respect of which the Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 19.1 (Guarantee and Indemnity);
(ve) to exercise any right of set-off against any Credit Obligor Party; and/or
(vif) to claim or prove as a creditor of any Credit Obligor Party in competition with any Lender CreditorSecured Party. If the Guarantor receives shall receive any benefit, payment or distribution in relation to any such rights right it shall hold that benefit, payment or distribution to the extent (or so much of it as may be necessary to enable all amounts which may be or become payable to the Lender Creditors Secured Parties by the Credit Obligor Parties under or in connection with the Credit Transaction Documents to be repaid paid in full full) on trust for the Lender Creditors Secured Parties, and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 32 (Payment mechanics).
Appears in 2 contracts
Samples: Term Loan Facility Agreement (GDS Holdings LTD), Term Loan Facility Agreement (GDS Holdings LTD)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arisingarising under, under this Section 15Clause 17:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 17.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 28 (Payment Mechanics).
Appears in 2 contracts
Samples: Amending Agreement (Sappi LTD), Facility Agreement (Sappi LTD)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent (or, as the case may be, the Security Agent) otherwise directs, the Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15clause 14:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the Guarantor has given a guarantee, undertaking or indemnity under Section 15.01clause 14.1 (Guarantee and Indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4clause 26 (Payment mechanics).
Appears in 2 contracts
Samples: Amendment and Restatement Agreement (Hamilton Insurance Group, Ltd.), Amendment and Restatement Agreement (Hamilton Insurance Group, Ltd.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 18:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit Party’s Obligor's obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 18.1 (Guarantee and Indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 31 (Payment mechanics).
Appears in 2 contracts
Samples: Amendment and Restatement Agreement (Alliance Data Systems Corp), Senior Facilities Agreement (Alliance Data Systems Corp)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent (or, as the case may be, the Security Agent) otherwise directs, the Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 19:
(ia) to be indemnified by a Credit Partythe Company;
(iib) to claim any contribution from any other guarantor of any Credit Party’s of the Company's obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party the Company to make any payment, or perform any obligation, in respect of which the Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 19.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit Partythe Company; and/or
(vif) to claim or prove as a creditor of any Credit Party the Company in competition with any Lender CreditorFinance Party. If the Guarantor receives any benefit, payment or distribution in relation to such rights rights, it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 32 (Payment mechanics).
Appears in 2 contracts
Samples: Amendment and Restatement Agreement (Cboe Global Markets, Inc.), Amendment and Restatement Agreement (Cboe Global Markets, Inc.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 18:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 18.1 (Guarantee and Indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 30 (Payment Mechanics).
Appears in 1 contract
Samples: Term Loan Facility Agreement (Amc Entertainment Holdings, Inc.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Note Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section Clause 15:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit Party’s Obligor's obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 15.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Note Agent or as the Facility Note Agent may direct for application in accordance with Section 4Clause 25 (Payment Mechanics).
Appears in 1 contract
Samples: Subscription Agreement
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent (or, as the case may be, the Security Agent) otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, litigation arising under this Section 15Clause 19:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 19.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 34 (Payment mechanics) of this Agreement.
Appears in 1 contract
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 13:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 13.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit Party; and/orObligor;
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If Until such time as all amounts which may be or become payable by the Obligors under or in connection with the Finance Documents have been irrevocably paid in full, to the extent a Guarantor receives any benefit, payment or distribution in relation to such rights it shall will hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors by the Credit Parties under or in connection with the Credit Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall will promptly pay an amount equal to that benefit, payment or transfer the same distribution, to the Facility Agent or as the Facility Agent may direct Agent, for application in accordance with Section 4Clause 12 (Payments).
Appears in 1 contract
Deferral of Guarantors’ rights. Until all amounts which that may be or become payable by the Credit Parties each Borrower under or in connection with the Credit Documents each Finance Document irrevocably have been irrevocably paid in full and unless otherwise instructed by the Facility Intercreditor Agent otherwise directsor expressly permitted by a Finance Document, the Guarantor will shall not exercise any rights which that it may have by reason of performance by it of its obligations under the Credit Finance Documents or the TI Bond Finance Documents or by reason of any amount being payable, or liability arising, under this Section Clause 15:
(ia) to be indemnified by a Credit Partyany Borrower;
(iib) to claim any contribution from any other guarantor of any Credit PartyBorrower’s obligations under the Credit Finance Documents or the TI Bond Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights right of the Lender Creditors any Secured Party under the Credit Documents any Finance Document or TI Bond Finance Document, or of any other guarantee or security taken pursuant to, or in connection with, the Credit Documents any Finance Document or TI Bond Finance Document by any Lender CreditorSecured Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Borrower to make any payment, or perform any obligation, in respect of which the Guarantor has given a guarantee, undertaking or indemnity under Section 15.01indemnity;
(ve) to exercise any right of set-off against any Credit PartyBorrower; and/or
(vif) to claim or prove as a creditor of any Credit Party Borrower in competition with any Lender CreditorSecured Party. If the Guarantor receives any benefit, payment or distribution in relation to any such rights right it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which that may be or become payable to the Lender Creditors Secured Parties by the Credit Parties Borrowers under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Secured Parties and promptly shall promptly pay or transfer the same to the Facility Intercreditor Agent or as otherwise instructed by the Facility Intercreditor Agent may direct for application in accordance with Section 4the Finance Documents.
Appears in 1 contract
Samples: Project Facilities Agreement and Intercreditor Agreement (Pacific Drilling S.A.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 13:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 13.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If Until such time as all amounts which may be or become payable by the Obligors under or in connection with the Finance Documents have been irrevocably paid in full, to the extent a Guarantor receives any benefit, payment or distribution in relation to such rights it shall will hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors by the Credit Parties under or in connection with the Credit Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall will promptly pay an amount equal to that benefit, payment or transfer the same distribution, to the Facility Agent or as the Facility Agent may direct Agent, for application in accordance with Section 4Clause 12 (Payments).
Appears in 1 contract
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 17:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit Party’s Obligor's obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 17.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 29 (Payment mechanics).
Appears in 1 contract
Samples: Bridge Facility Agreement
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Company under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent Board otherwise directs, the Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15:Clause 11 (Guarantee and Indemnity):
(ia) to be indemnified by a Credit Partythe Company;
(iib) to claim any contribution from any other guarantor of any Credit Partythe Company’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Board under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender Creditorthe Board;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party the Company to make any payment, or perform any obligation, in respect of which the Guarantor has given a guarantee, undertaking or indemnity under Section 15.01this Clause 11 (Guarantee and Indemnity);
(ve) to exercise any right of set-set off against any Credit Partythe Company; and/or
(vif) to claim or prove as a creditor of any Credit Party the Company in competition with any Lender Creditorthe Board. If the Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Board by the Credit Parties Company under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Board and shall promptly pay or transfer the same to the Facility Agent Board or as the Facility Agent Board may direct for application in accordance with Section 4direct.
Appears in 1 contract
Samples: Term Loan Facility Agreement (GLOBALFOUNDRIES Inc.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 17:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit Party’s Obligor's obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 17.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 27 (Payment Mechanics).
Appears in 1 contract
Samples: Bridge Facility Agreement
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 23:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any Guarantor or other guarantor of any Credit Party’s Obligor's obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 23.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for or in a separate account for the Lender Creditors benefit of the Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 35 (Payment Mechanics).
Appears in 1 contract
Samples: Senior Facilities Agreement (Fintrax US Acquisition Subsidiary, Inc.)
Deferral of Guarantors’ rights. 17.8.1 Until all amounts which may be or become payable by the Credit Security Parties under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 17:
(ia) to be indemnified by a Credit Security Party;
(iib) to claim any contribution from any other guarantor of any Credit Security Party’s 's obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Security Party to make any payment, or perform any obligation, in respect of which the Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 17.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit Security Party; and/or
(vif) to claim or prove as a creditor of any Credit Security Party in competition with any Lender Creditor. Finance Party.
17.8.2 If the Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Security Parties under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 28 (Payment mechanics).
Appears in 1 contract
Deferral of Guarantors’ rights. (A) Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, arising under this Section 15clause 25:
(i) to be indemnified by a Credit Partyan Obligor;
(ii) to claim any contribution from any other guarantor of any Credit Party’s Obligor's obligations under the Credit Finance Documents;
(iii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(iv) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01clause 25.1 (Guarantee and indemnity);
(v) to exercise any right of set-off against any Credit PartyObligor; and/or
(vi) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender Creditor. Finance Party.
(B) If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4clause 34 (Payment Mechanics).
Appears in 1 contract
Samples: Loan Agreement (Kosmos Energy Ltd.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Documents or by reason of any amount being payable, or liability arising, under this Section 15Finance Documents:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 30 (Guarantee and Indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the Guarantor any Obligor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors by the Credit Parties under or in connection with the Credit Documents Secured Obligations to be repaid or discharged in full full, on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 39 (Payment Mechanics).
Appears in 1 contract
Samples: Senior Facilities Agreement (Melco Crown Entertainment LTD)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties under or in connection with the Credit Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Documents or by reason of any amount being payable, or liability arising, under this Section 15:
(i) to be indemnified by a Credit Party;
(ii) to claim any contribution from any other guarantor of any Credit Party’s obligations under the Credit Documents;
(iii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors under the Credit Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Documents by any Lender Creditor;
(iv) to bring legal or other proceedings for an order requiring any Credit Party to make any payment, or perform any obligation, in respect of which the Guarantor has given a guarantee, undertaking or indemnity under Section 15.01;
(v) to exercise any right of set-off against any Credit Party; and/or
(vi) to claim or prove as a creditor of any Credit Party in competition with any Lender Creditor. If the Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors by the Credit Parties under or in connection with the Credit Documents to be repaid in full on trust for the Lender Creditors and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4.
Appears in 1 contract
Samples: Loan Agreement (Norwegian Cruise Line Holdings Ltd.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 20:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 20.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 32 (Payment Mechanics).
Appears in 1 contract
Samples: Facilities Agreement (New Frontier Public Holding Ltd.)
Deferral of Guarantors’ rights. (a) Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent Lender otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15clause 18:
(i) to be indemnified by a Credit Partyanother Obligor;
(ii) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender Creditorthe Lender;
(iv) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the that Guarantor has given a guarantee, undertaking or indemnity under Section 15.01clause 18 (Guarantee and indemnity);
(v) to exercise any right of set-off against any Credit Partyother Obligor; and/or
(vi) to claim or prove as a creditor of any Credit Party other Obligor in competition with any Lender Creditorthe Lender.
(b) If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution will promptly pay an equal amount to the extent necessary to enable Lender for application in accordance with clause 33 (Payment mechanics). This only applies until all amounts which may be or become payable to the Lender Creditors by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid have been irrevocably paid in full on trust for the Lender Creditors and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4full.
Appears in 1 contract
Samples: Facility Agreement (Danaos Corp)
Deferral of Guarantors’ rights. Until all amounts All rights which may the Guarantor at any time has (whether in respect of this Guarantee, a mortgage or any other transaction) against the Borrower or its assets shall be or become payable by fully subordinated to the Credit Parties rights of the Lender under or in connection with the Credit Finance Documents have been irrevocably paid in full and until the end of the Guarantee Period and unless the Facility Agent Lender otherwise directs, the Guarantor will not exercise any rights which it may have (whether in respect of any Finance Document or any other transaction) by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Guarantee:
(ia) to be indemnified by a Credit Partythe Borrower;
(iib) to claim any contribution from any third party providing security for, or any other guarantor of any Credit Party’s of, the Borrower's obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, by the Credit Documents by any Lender CreditorLender;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party the Borrower to make any payment, or perform any obligation, in respect of which the Guarantor has given a guarantee, undertaking or indemnity under Section 15.01clause 9.1;
(ve) to exercise any right of set-off against any Credit Partythe Borrower; and/or
(vif) to claim or prove as a creditor of any Credit Party the Borrower in competition with any Lender Creditorthe Lender. If the Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors by the Credit Parties Borrower under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors and shall promptly pay or transfer the same to the Facility Agent or Lender or, as the Facility Agent Lender may direct for application in accordance with Section 4direct.
Appears in 1 contract
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Borrowers under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless or the Facility Agent otherwise directs, the Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 18:
(ia) to be indemnified by a Credit PartyBorrower;
(ii) to claim any contribution from any other guarantor of any Credit Party’s obligations under the Credit Documents;
(iiib) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivc) to bring legal or other proceedings for an order requiring any Credit Party Borrower to make any payment, or perform any obligation, in respect of which the Guarantor it has given a guarantee, undertaking or indemnity under Section 15.01Clause 18.1 (Guarantee and indemnity);
(vd) to exercise any right of set-off against any Credit PartyBorrower; and/or
(vie) to claim or prove as a creditor of any Credit Party Borrower in competition with any Lender CreditorFinance Party. If the Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Borrowers under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 29 (Payment Mechanics).
Appears in 1 contract
Deferral of Guarantors’ rights. (a) Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 21:
(i) to be indemnified by a Credit Partyan Obligor;
(ii) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(iv) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 21.1 (Guarantee and indemnity);
(v) to exercise any right of set-off against any Credit PartyObligor; and/or
(vi) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender Creditor. Finance Party.
(b) If the a Guarantor receives any benefit, payment or distribution in relation to such any rights referred to in paragraph (a) above, it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 33 (Payment Mechanics).
Appears in 1 contract
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties any Guaranteed Obligor under or in connection with the Credit Transaction Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Transaction Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 10:
(ia) to be indemnified by a Credit PartyGuaranteed Obligor or to receive any collateral from any Guaranteed Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyGuaranteed Obligor’s obligations under the Credit Transaction Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Transaction Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Transaction Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party the Borrower to make any payment, or perform any obligation, in respect of which the Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 10.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyGuaranteed Obligor or any third party in respect of the obligations guaranteed by the Guarantor; and/or
(vif) to claim or prove as a creditor of any Credit Party a Guaranteed Obligor in competition with any Lender CreditorFinance Party or any third party in respect of the obligations guaranteed by the Guarantor. If the Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Borrower under or in connection with the Credit Transaction Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4clause 25 (Payment Mechanics) of the Facility Agreement.
Appears in 1 contract
Samples: Loan Agreement (Avolon Holdings LTD)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 18:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 18.1 (Guarantee and Indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 29 (Payment mechanics).
Appears in 1 contract
Samples: Loan Agreement (Intercontinental Hotels Group PLC /New/)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 20:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 20.1 (Guarantee and Indemnity);
(ve) to exercise any right of set-off set‑off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance PRAGUE 2451640 50 Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 31 (Payment mechanics).
Appears in 1 contract
Samples: Revolving Facilities Agreement (Molson Coors Brewing Co)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 20:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of, or provider of security for, any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 20.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off set‑off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 32 (Payment Mechanics).
Appears in 1 contract
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15:Clause 17 (Guarantee and indemnity):
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 17.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust (treuhändig) for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 28 (Payment Mechanics).
Appears in 1 contract
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents and the Hedging Agreements have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 17:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit Party’s Obligor's obligations under the Credit DocumentsFinance Documents or the Hedging Agreements;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 17.1 (Guarantee and Indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on or trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 28 (Payment mechanics).
Appears in 1 contract
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent Lender otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 13:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender Creditorthe Lender;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 13.1 (Guarantee and Indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender Creditorthe Lender. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors and shall promptly pay or transfer the same to the Facility Agent Lender or as the Facility Agent Lender may direct for application in accordance with Section 4Clause 20 (Payment mechanics).
Appears in 1 contract
Samples: Facility Agreement (China Nuokang Bio-Pharmaceutical Inc.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15clause 22:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security Security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01clause 22.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4clause 34 (Payment mechanics).
Appears in 1 contract
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties under or in connection with the Credit Documents have been irrevocably paid in full and unless the Facility Administrative Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Documents or by reason of any amount being payable, or liability arising, under this Section 15:
13, (ia) to be indemnified by a Credit Party;
, (iib) to claim any contribution from any other guarantor of any Credit Party’s obligations under the Credit Documents;
, (iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Secured Parties under the Credit Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Documents by any Lender Creditor;
Secured Party, (ivd) to bring legal or other proceedings for an order requiring any Credit Party to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01;
13.1, (ve) to exercise any right of set-off against any Credit Party; and/or
and/or (vif) to claim or prove as a creditor of any Credit Party in competition with any Lender CreditorSecured Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Secured Parties by the Credit Parties under or in connection with the Credit Documents to be repaid in full on trust for the Lender Creditors Secured Parties and shall promptly pay or transfer the same to the Facility Administrative Agent or as the Facility Administrative Agent may direct for application in accordance with Section 4the terms of this Agreement.
Appears in 1 contract
Samples: Abl Credit Agreement (Univar Inc.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 21:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 21.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the Guarantor any Obligor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors by the Credit Parties under or in connection with the Credit Documents Secured Obligations to be repaid or discharged in full full, on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 35 (Payment Mechanics).
Appears in 1 contract
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors and the Bilateral Borrowers (other than Obligors) under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Clause 18:
(ia) to be indemnified by an Obligor or a Credit PartyBilateral Borrower (other than an Obligor);
(iib) to claim any contribution from any other guarantor of any Credit Party’s obligations of an Obligor or a Bilateral Borrower (other than an Obligor) under the Credit Finance Documents;; and/or
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender Creditor;Finance Party.
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 18.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Borrower or Bilateral Borrower (as the case may be) under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 29 (Payment mechanics) of this Agreement.
Appears in 1 contract
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Borrower under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section 15Guarantee:
(ia) to be indemnified by a Credit Partythe Borrower;
(iib) to claim any contribution from any other guarantor of any Credit Partythe Borrower’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party the Borrower to make any payment, or perform any obligation, in respect of which the Guarantor has given a guarantee, undertaking or indemnity under Section 15.01;
(ve) to assign any claim it may have against the Borrower to any person or entity;
(f) to exercise any right of set-off against any Credit Partythe Borrower; and/or
(vig) to claim or prove as a creditor of any Credit Party the Borrower in competition with any Lender CreditorFinance Party, however, so that the Guarantor shall be entitled to prove in the liquidation or other dissolution of the Borrower, subject to paying to the Facility Agent (on behalf of the Lenders) any proceeds of the liquidation or other dissolution received by the Guarantor. If the Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Borrower under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 31 (Payment mechanics).
Appears in 1 contract
Samples: Term Loan Facility Agreement (KNOT Offshore Partners LP)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Debtors under or in connection with the Credit Debt Documents have been irrevocably paid in full and unless the Facility Security Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Debt Documents or by reason of any amount being payable, or liability arising, under this Section 15Guarantee:
(ia) to be indemnified by a Credit PartyDebtor;
(iib) to claim any contribution from any other guarantor of any Credit Party’s Debtor's obligations under the Credit Debt Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Secured Parties under the Credit Debt Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Debt Documents by any Lender CreditorSecured Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Debtor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 2 (Guarantee);
(ve) to exercise any right of set-off against any Credit PartyDebtor; and/or
(vif) to claim or prove as a creditor of any Credit Party Debtor in competition with any Lender CreditorSecured Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Secured Parties by the Credit Parties Debtors under or in connection with the Credit Debt Documents to be repaid in full on trust for the Lender Creditors Secured Parties and shall promptly pay or transfer the same to the Facility Security Agent or as the Facility Security Agent may direct for application in accordance with Section 4the provisions of the Intercreditor Agreement.
Appears in 1 contract
Samples: Guarantee
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties an Obligor under or in connection with the Credit Documents any Loan Document have been irrevocably paid in full and unless the Facility Collateral Agent otherwise directs, the a Guarantor will not exercise any rights (its “rights of recourse”) which it may have by reason of performance by it of its obligations under the Credit Documents this Deed or by reason of any amount being payable, or liability arising, under this Section 15Deed:
(i) 4.7.1 to be indemnified by a Credit Party;
(ii) another Obligor or to claim any contribution from any other guarantor Guarantor or any other Obligor of any Credit Partyan Obligor’s obligations under the Credit Loan Documents;
(iii) 4.7.2 to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors any Finance Party under the Credit Loan Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Loan Documents by any Lender Creditora Finance Party;
(iv) 4.7.3 to bring legal or other proceedings for an order requiring any Credit Party an Obligor to make any payment, payment or perform any obligation, obligation in respect of which the a Guarantor has given a guarantee, undertaking or indemnity under Section 15.01this Deed;
(v) 4.7.4 to exercise any right of set-off or counterclaim against any Credit Partyan Obligor; and/or
(vi) 4.7.5 to claim or prove as a creditor of an Obligor or any Credit Party other person or its estate in competition with any Lender Creditora Finance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights rights, it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors by the Credit Parties a Finance Party under or in connection with the Credit Loan Documents to be repaid in full on trust for for, the Lender Creditors and shall promptly pay or transfer the same to the Facility Collateral Agent or as the Facility Agent may direct for application in accordance with Section 4the terms of this Deed as if such monies, rights or security were held or received by the Collateral Agent under this Deed.
Appears in 1 contract
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Credit Parties Obligors under or in connection with the Credit Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, the no Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under the Credit Finance Documents or by reason of any amount being payable, or liability arising, under this Section Clause 15:
(ia) to be indemnified by a Credit Partyan Obligor;
(iib) to claim any contribution from any other guarantor of any Credit PartyObligor’s obligations under the Credit Finance Documents;
(iiic) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender Creditors Finance Parties under the Credit Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Credit Finance Documents by any Lender CreditorFinance Party;
(ivd) to bring legal or other proceedings for an order requiring any Credit Party Obligor to make any payment, or perform any obligation, in respect of which the any Guarantor has given a guarantee, undertaking or indemnity under Section 15.01Clause 15.1 (Guarantee and indemnity);
(ve) to exercise any right of set-off against any Credit PartyObligor; and/or
(vif) to claim or prove as a creditor of any Credit Party Obligor in competition with any Lender CreditorFinance Party. If the a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Lender Creditors Finance Parties by the Credit Parties Obligors under or in connection with the Credit Finance Documents to be repaid in full on trust for the Lender Creditors Finance Parties and shall promptly pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Section 4Clause 14 (Payments).
Appears in 1 contract
Samples: Term Loan Facilities Agreement