Deferral of Guarantors’ rights. Until 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 and unless the Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17: (a) to be indemnified by an Obligor; (b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents; (c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party; (d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity); (e) to exercise any right of set-off against any Obligor; and/or (f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any Guarantor shall receive any benefit, payment or distribution in relation to any such right it shall hold that benefit, payment or distribution (or so much of it as may be necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid in full) on trust for the Finance Parties, and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 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 Obligors under or in connection with the Finance Documents have been irrevocably paid in full and unless the Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause clause 17:
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s 's obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant tounder, or in connection with, the Finance Documents by any Finance Party;; Loan Note Subscription Agreement | DLA Piper | 66
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity Guarantee under Clause clause 17.1 (Guarantee and indemnityGuarantee);
(e) to exercise any right of set-off against any Obligor; and/or;
(f) to claim or prove as a creditor of any Obligor in competition with any Finance 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 any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 clause 34 (Payment Mechanics).
Appears in 2 contracts
Samples: Loan Note Subscription Agreement (Metals Acquisition LTD), Loan Note Subscription Agreement (Metals Acquisition Corp)
Deferral of Guarantors’ rights. 9.1 Until all amounts of, or which may be or become payable by the Obligors under or in connection with with, the Finance Documents Guaranteed Liabilities have been irrevocably paid in full and or unless the Agent TfL otherwise directs, no the Guarantor will not exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents this Guarantee or by reason of any amount being payable, payable or any liability arising, arising under or in connection with this Clause 17Guarantee:
(a) 9.1.1 to be indemnified by an Obligorthe Service Provider;
(b) 9.1.2 to claim any contribution from any other guarantor of or provider of security for any Obligor’s the Service Provider's obligations under or in respect of any of the Finance DocumentsGuaranteed Liabilities;
(c) 9.1.3 to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of TfL under or in respect of any of the Finance Parties under the Finance Documents Guaranteed Liabilities or of any other guarantee or security Security or other assurance against loss taken by TfL pursuant to, or in connection with, any of the Finance Documents by any Finance PartyGuaranteed Liabilities;
(d) 9.1.4 to bring legal or other proceedings for an order requiring any Obligor the Service Provider to make any payment, or perform any obligation, in respect of which any the Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity)or pursuant to this Guarantee;
(e) 9.1.5 to exercise or claim any right of set-off or counterclaim against the Service Provider or any Obligor; and/or
(f) to other person liable or claim or prove as a creditor of any Obligor in competition with TfL in the bankruptcy or liquidation of the Service Provider or any Finance Party. If other person liable or have the benefit of, or share in, any Guarantor shall receive payment from or composition with, the Service Provider or any benefitother person liable or any other Security now or hereafter held by TfL for any Guaranteed Liabilities or for the obligations or liabilities of any other person liable but so that, payment if so directed by TfL, it will prove for the whole or distribution any part of its claim in relation to any such right it shall hold that benefitthe liquidation or bankruptcy of, payment or distribution (other process or so much of it as may be necessary to enable all amounts which may be or become payable proceeding relating to the Finance Parties Service Provider or any other person liable on terms that the benefit of such proof and of all of the money received by it in respect thereof shall be held on trust for TfL and applied in or towards discharge of the Obligors Guaranteed Liabilities and the obligations of the Guarantor under or in connection with this Guarantee in such manner as TfL shall deem appropriate; and/or
9.1.6 to demand or accept repayment in whole or in part of any indebtedness now or hereafter due to the Finance Documents Guarantor from the Service Provider or from any other person liable or accept any Security in respect of the same or dispose of the same.
9.2 If the Guarantor fails to be claim or prove in the liquidation or bankruptcy of, or other process or proceeding relating to, the Service Provider or any other person liable then, promptly upon being directed to do so by TfL as contemplated by Clause 9.1.5 (Deferral of Guarantor's rights):
9.2.1 TfL may, and is irrevocably authorised on behalf of the Guarantor to, file any claims or proofs in such liquidation or bankruptcy on its behalf; and
9.2.2 the trustee in bankruptcy, liquidator, assignee or other person distributing the assets of the Service Provider or any other person liable or their proceeds is directed to pay distributions on the obligations or liabilities of the Service Provider or any other person liable direct to TfL until the Guaranteed Liabilities have been irrevocably paid in full) on trust for the Finance Parties, and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 (Payment Mechanics).
Appears in 2 contracts
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Obligors under or in connection with the Senior Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Senior Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 1723:
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Senior Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Senior Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Senior Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 23.1 (Guarantee and indemnityIndemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights, it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Senior Finance Documents to be paid repaid in full) full on trust for the Finance Parties, 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 Clause 28 26 (Payment MechanicsPayments).
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 Obligors under or in connection with the Finance Documents have been irrevocably paid in full and unless the Agent Lender otherwise directs, no the Offshore Guarantor will not exercise or otherwise enjoy the benefit of any right which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 1716:
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties Lender under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Partythe Lender;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any the Offshore Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 16.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Partythe Lender. If any the Offshore Guarantor shall receive any benefit, payment or distribution in relation to any such right right, it shall hold that benefit, payment or distribution (or so much of it as may be necessary to enable all amounts which may be or become payable to the Finance Parties Lender by the Obligors under or in connection with the Finance Documents to be paid in full) on trust for the Finance PartiesLender, and shall promptly pay or transfer the same to the Agent Lender or as the Agent Lender may direct for application in accordance with Clause 28 (Payment Mechanics)direct.
Appears in 2 contracts
Samples: Facility Agreement (Pacific Alliance Group LTD), Facility Agreement (Sun Wise (UK) Co., LTD)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Obligors under or in connection with the Finance Documents and Swap Agreements have been irrevocably paid in full and unless the Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17and Swap Agreements:
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance DocumentsDocuments and Swap Agreements;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or the Swap Bank under the Swap Agreements (as the case may be) or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance PartyParty or the Swap Agreements by the Swap Bank;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any the Guarantor has given a guarantee, undertaking or indemnity under this Clause 17.1 (Guarantee and indemnity)17;
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance PartyParty or the Swap Bank. If any the Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties or the Swap Bank (as the case may be) by the Obligors under or in connection with the Finance Documents or any Swap Agreement (as the case may be) to be paid repaid in full) full on trust for the Finance Parties, Parties or the Swap Bank (as the case may be) and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 30 (Payment Mechanics)mechanics) of this Agreement.
Appears in 2 contracts
Samples: Term Loan Facility Agreement (DHT Holdings, Inc.), Term Loan Facility Agreement (DHT Holdings, Inc.)
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 Obligors rights of the Secured Parties under or in connection with the 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), no the Guarantor will not exercise or otherwise enjoy the benefit of any right 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 Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:16 (Guarantee and Indemnity):
(a) to be indemnified by an a Transaction Obligor;
(b) to claim any contribution from any third party providing security for, or any other guarantor of or provider of security for of, any Transaction Obligor’s 's obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Secured Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Secured Party;
(d) to bring legal or other proceedings for an order requiring any Transaction Obligor to make any payment, or perform any obligation, in respect of which any the Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 16.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Transaction Obligor; and/or
(f) to claim or prove as a creditor of any Transaction Obligor in competition with any Finance Secured Party. If any the Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Secured Parties by the Transaction Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, 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 Clause 28 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 Obligors under or in connection with the Finance Documents have been irrevocably paid in full and unless the Agent (or, as the case may be, the Security Agent) otherwise directs, no the Guarantor will not exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17clause 14:
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any the Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 clause 14.1 (Guarantee and indemnityIndemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any the Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 clause 26 (Payment Mechanicsmechanics).
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. (a) Until 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 and unless the Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 1718:
(ai) to be indemnified by an Obligor;
(bii) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(ciii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(div) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under this Clause 17.1 (Guarantee and indemnity)18;
(ev) to exercise any right of set-off against any Obligor; and/or
(fvi) to claim or prove as a creditor of any Obligor in competition with any Finance Party. .
(b) If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights as referred to in paragraph (a) above, it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust behalf of and for the account of the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 (Payment Mechanics31(Payment mechanics).
Appears in 2 contracts
Samples: Term Facility Agreement, Term Facility Agreement (KNOT Offshore Partners LP)
Deferral of Guarantors’ rights. Until (i) all amounts which may be or become payable by any or all of the Transaction Obligors under or in connection with the 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, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 1719:
(a) to be indemnified by an any Transaction Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Transaction Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Transaction Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 19 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Transaction Obligor; and/or
(f) to claim or prove as a creditor of any Transaction Obligor in competition with any Finance Party. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Secured Parties by the Transaction Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Secured Parties and shall promptly pay or transfer the same to the Security Agent or as the Security Agent may direct for application in accordance with Clause 28 31 (Payment Mechanics)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 Obligors under or in connection with this Trust Deed and the Finance Documents Notes have been irrevocably paid in full and unless the Agent Trustee otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under this Trust Deed or the Finance Documents Notes or by reason of any amount being payable, or liability arising, under this Clause 176:
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s 's obligations under this Trust Deed and the Finance DocumentsNotes;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties Trustee and the Noteholders under this Trust Deed or the Finance Documents Notes or of any other guarantee or security taken pursuant to, or in connection with, this Trust Deed and the Finance Documents Notes by the Trustee or any Finance PartyNoteholder;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 6.1 (Guarantee and indemnityIndemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with the Trustee or any Finance PartyNoteholder. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties Trustee or the Noteholders by the Obligors under or in connection with this Trust Deed and the Finance Documents Notes to be paid repaid in full) full on trust for the Finance Parties, Trustee or any Noteholder and shall promptly pay or transfer the same to the Agent Trustee or as the Agent Trustee may direct for application in accordance with Clause 28 9 (Payment MechanicsApplication of Moneys).
Appears in 2 contracts
Samples: Trust Deed, Trust Deed
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Obligors under or in connection with the Finance Documents and/or any Hedging Agreements have been irrevocably paid in full and unless the Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of and/or any amount being payable, or liability arising, under this Clause 17Hedging Agreements:
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s 's obligations under the Finance DocumentsDocuments and/or any Hedging Agreements;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the 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 Finance Documents by any Finance PartyParty or any Hedging Agreements by the Hedging Bank;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under this Clause 17.1 19 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance PartyParty or the Hedging Bank. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties or the Hedging Bank (as the case may be) by the Obligors under or in connection with the Finance Documents or any Hedging Agreements (as the case may be) to be paid repaid in full) full on trust for the Finance Parties, Parties or the Hedging Bank (as the case may be) and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 32 (Payment Mechanics)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 the Obligors Borrower under or in connection with the Finance Documents have been irrevocably paid in full and unless the Agent Lender otherwise directs, no the Guarantor will not exercise or otherwise enjoy the benefit of any right which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:clause 16 (Guarantee and indemnity):
(a) to be indemnified by an Obligorthe Borrower;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligorthe Borrower’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties Lender under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Partythe Lender;
(d) to bring legal or other proceedings for an order requiring any Obligor the Borrower to make any payment, or perform any obligation, in respect of which any the Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 clause 16.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligorthe Borrower; and/or
(f) to claim or prove as a creditor of any Obligor the Borrower in competition with any Finance Partythe Lender. If any the Guarantor shall receive any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution will promptly pay an equal amount to the Lender for application in accordance with clause 25 (or so much of it as may be necessary to enable Payment Mechanics). This only applies until all amounts which may be or become payable to the Finance Parties by the Obligors Borrower under or in connection with the Finance Documents to be have been irrevocably paid in full) on trust for the Finance Parties, and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 (Payment Mechanics).
Appears in 2 contracts
Samples: Uncommitted Borrowing Base Facility Agreement (Hafnia LTD), Uncommitted Borrowing Base Facility Agreement (Hafnia LTD)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Obligors Obligor Parties under or in connection with the Finance Transaction Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, no the Guarantor will not exercise or otherwise enjoy the benefit of any right which it may have by reason of performance by it of its obligations under the Finance Transaction Documents or by reason of any amount being payable, or liability arising, under this Clause 1719:
(a) to be indemnified by an ObligorObligor Party;
(b) to claim any contribution from any other guarantor of or provider of security for any ObligorObligor Party’s obligations under the Finance Transaction Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Secured Parties under the Finance Transaction Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Transaction Documents by any Finance Secured Party;
(d) to bring legal or other proceedings for an order requiring any Obligor Party to make any payment, or perform any obligation, in respect of which any the Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 19.1 (Guarantee and indemnityIndemnity);
(e) to exercise any right of set-off against any ObligorObligor Party; and/or
(f) to claim or prove as a creditor of any Obligor Party in competition with any Finance Secured Party. If any the Guarantor shall receive any benefit, payment or distribution in relation to any such right it shall hold that benefit, payment or distribution (or so much of it as may be necessary to enable all amounts which may be or become payable to the Finance Secured Parties by the Obligors Obligor Parties under or in connection with the Finance Transaction Documents to be paid in full) on trust for the Finance 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 Clause 28 32 (Payment Mechanicsmechanics).
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 Obligors Borrower under or in connection with the Finance Documents have been irrevocably paid in full and unless the Agent Lender otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 1718:
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties Lender under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Partythe Lender;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 18.1 (Guarantee and indemnityIndemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Partythe Lender. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be distribution, to the extent necessary to enable all of the amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) , on trust for the Finance Parties, Lender and shall promptly pay or transfer the same to the Agent Lender or as the Agent Lender may direct for application in accordance with Clause 28 26 (Payment Mechanics).
Appears in 2 contracts
Samples: Facility Agreement (Sequoia Capital China I Lp), Facility Agreement (Chiu Na Lai)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Obligors Debtors under or in connection with the Finance Pari Passu Debt Documents have been irrevocably paid in full and unless the Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Pari Passu Debt Documents or by reason of any amount being payable, or liability arising, under this Clause 1722:
(a) to be indemnified by an ObligorDebtor;
(b) to claim any contribution from any other guarantor of or provider of security for any ObligorDebtor’s obligations under the Finance Pari Passu Debt Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Pari Passu Debt Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Pari Passu Debt Documents by any Finance PartyPari Passu Creditor;
(d) to bring legal or other proceedings for an order requiring any Obligor Debtor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 22.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any ObligorDebtor; and/or
(f) to claim or prove as a creditor of any Obligor Debtor in competition with any Finance PartyPari Passu Creditor. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors Debtors under or in connection with the Finance Pari Passu Debt Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 (Payment Mechanics)direct.
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 Obligors under or in connection with the Finance Documents have been irrevocably paid in full and unless the Agent (or, as the case may be, the Security Agent) otherwise directs, no the Guarantor will not exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 1716:
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any the Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 16.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any the Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 (Payment Mechanicsmechanics).
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 Obligors rights of the Secured Parties under or in connection with the Finance Documents have been irrevocably paid in full and until the end of the Security Period and unless the Facility Agent otherwise directs, no the Guarantor will not exercise or otherwise enjoy the benefit of any right 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 Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:17 (Guarantee and Indemnity):
(a) to be indemnified by an a Transaction Obligor;
(b) to claim any contribution from any third party providing security for, or any other guarantor of or provider of security for of, any Transaction Obligor’s 's obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Secured Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Secured Party;
(d) to bring legal or other proceedings for an order requiring any Transaction Obligor to make any payment, or perform any obligation, in respect of which any the Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Transaction Obligor; and/or
(f) to claim or prove as a creditor of any Transaction Obligor in competition with any Finance Secured Party. If any the Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Secured Parties by the Transaction Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, 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 Clause 28 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 which may be or become payable by the Obligors under or in connection with the Finance Documents have been irrevocably paid in full and unless the Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:19 (Guarantee and Indemnity):
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor Guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 19.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 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. Until 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 and unless the Facility Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:17.1 (Guarantee and indemnity):
(a) 17.7.1. to be indemnified by an Obligor;
(b) 17.7.2. to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(c) 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 Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) 17.7.4. to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity);
(e) 17.7.5. to exercise any right of set-off against any Obligor; and/or
(f) 17.7.6. to claim claim, rank, prove or prove vote as a creditor or shareholder of any Obligor in competition with any Finance Party. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights, it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for, or otherwise for the benefit of, the Finance Parties, 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 Clause 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 Obligors under or in connection with the Finance Documents have been irrevocably paid in full and unless the Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 1720:
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s 's obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant tounder, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity Guarantee under Clause 17.1 20.1 (Guarantee and indemnityGuarantee);
(e) to exercise any right of set-off against any Obligor; and/or;
(f) to claim or prove as a creditor of any Obligor in competition with any Finance 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 any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 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 the Obligors under or in connection with the Finance Documents have been irrevocably paid in full and unless the Agent otherwise directs, no the Guarantor will not exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 1711:
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any the Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 11.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any the Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 9 (Payment MechanicsApplication 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 Obligors under or in connection with the Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:18.1 (Guarantee and indemnity):
(a) 18.7.1 to be indemnified by an Obligor;
(b) 18.7.2 to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(c) 18.7.3 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 Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) 18.7.4 to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 18.1 (Guarantee and indemnity);
(e) 18.7.5 to exercise any right of set-off against any Obligor; and/or
(f) 18.7.6 to claim claim, rank, prove or prove vote as a creditor or shareholder of any Obligor in competition with any Finance Party. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights, it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for, or otherwise for the benefit of, the Finance Parties, 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 Clause 28 29 (Payment Mechanics).
Appears in 2 contracts
Samples: Term and Revolving Credit Facilities Agreement, Term and Revolving Credit Facilities Agreement (Sibanye Gold LTD)
Deferral of Guarantors’ rights. (a) Until all amounts which may be or become payable by the Obligors Borrower and the Guarantor under or in connection with the Finance Documents have been irrevocably paid in full and unless the Agent Bank otherwise directs, no the Guarantor will not exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17Guarantee:
(ai) to be indemnified by an Obligorthe Borrower or any other guarantor under any other Finance Document;
(bii) to claim any contribution from any other guarantor of the Borrower’s or provider of security for any Obligor’s the Guarantors obligations under the Finance Documents;
(ciii) to exercise any right of set-off against the Borrower or any other guarantor under any other Finance Document; and/or
(iv) to take the benefit (in whole or in part and whether by way of legal subrogation or otherwise) of any rights of the Finance Parties Bank under the Finance Documents or of any other guarantee or security Security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;the Bank.
(db) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any If the Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties Bank by the Obligors Borrower and any other guarantor under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Bank and shall promptly pay or transfer the same to the Agent Bank or as the Agent Bank may direct for application in accordance with Clause 28 (Payment Mechanics)direct.
Appears in 2 contracts
Samples: Guarantee Agreement (Pluristem Therapeutics Inc), Guarantee Agreement (Pluristem Therapeutics Inc)
Deferral of Guarantors’ rights. (a) Until 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 and unless the Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 1723:
(ai) to be indemnified by an Obligor;
(bii) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(ciii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(div) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 23.1 (Guarantee and indemnity);
(ev) to exercise any right of set-off against any Obligor; and/or
(fvi) to claim or prove as a creditor of any Obligor in competition with any Finance Party. .
(b) If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust (to the extent it is able to do so in accordance with any law applicable to it) for the Finance Parties, Parties and shall promptly pay or transfer the same same, but subject to the 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 Agent may direct for application in accordance with Clause 28 35 (Payment Mechanicsmechanics).
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 Obligors Borrowers under or in connection with the Finance Documents have been irrevocably paid in full and unless the Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17Documents:
(a) 21.7.1 to be indemnified by an Obligor;; and/or
(b) 21.7.2 to claim any contribution from any other guarantor of or provider any obligations of security for any Obligor’s obligations Borrower under the Finance Documents;; and/or
(c) 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 Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any Guarantor shall receive any benefit, payment or distribution in relation to any such right it shall hold that benefit, payment or distribution (or so much of it as may be necessary to enable Until all amounts which may be or become payable to the Finance Parties by the Obligors Borrowers under or in connection with the Finance Documents to be have been irrevocably paid in full, each Finance Party (or any trustee or agent on 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 trust for the Finance Partiesits 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 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 Agent may direct for application in accordance with on account of any Guarantor's liability under this Clause 28 (Payment Mechanics)21.
Appears in 2 contracts
Samples: Credit Agreement (NTL Inc/De/), Credit Agreement (NTL Delaware Inc)
Deferral of Guarantors’ rights. Until (i) all amounts which may be or become payable by any or all of the Obligors under or in connection with the Finance Documents have been irrevocably paid in full and (ii) no Finance Party is under any further obligation (whether actual or contingent) to provide any further advance or financial accommodation to any Obligor under any Finance Document, and unless the Facility Agent otherwise directs, no the Guarantor will not exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17Documents:
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s of the obligations of any Obligor under any of the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under any of the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, any of the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any the Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 18.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any the Guarantor shall receive any benefit, payment or distribution in relation to any such right it shall hold that benefit, payment or distribution (or so much of it as may be necessary to enable all amounts which may be or become payable to any or all of the Finance Parties by any or all of the Obligors under or in connection with the Finance Documents to be paid in full) on trust for 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 Clause 28 30 (Payment Mechanics).
Appears in 1 contract
Samples: Senior Facilities Agreement (OneSmart International Education Group LTD)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Obligors Borrower under or in connection with the Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, no Guarantor will may exercise or otherwise enjoy the benefit of any right which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17Documents:
(a) to be indemnified by an Obligorthe Borrower;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligorthe Borrower’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 18.1 (Guarantee and indemnity) (except for any proceedings brought to preserve rights against such Obligor and which do not prejudice the right of any Finance Party under the Finance Documents or against any Obligor);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any Guarantor shall receive any benefit, payment or distribution in relation to any such right it shall hold that benefit, payment or distribution (or so much of it as may be necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid in full) on trust for the Finance Parties, and shall promptly pay or transfer the same to the Agent Finance Parties. For the avoidance of doubt, nothing in this Clause 18.7 shall restrict any Guarantor from exercising or as enjoying the Agent may direct for application benefit of its right after (i) all Guaranteed Obligations have been unconditionally and irrevocably paid and discharged in full in accordance with Clause 28 the terms of the Finance Documents, and (Payment Mechanics)ii) no Lender has any further obligation (whether actual or contingent) to make advances or provide other financial accommodation under this Agreement.
Appears in 1 contract
Samples: Facilities Agreement (3SBio Inc.)
Deferral of Guarantors’ rights. Until all amounts All rights which may a 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 Obligors rights of the Secured Parties under or in connection with the Finance Documents have been irrevocably paid in full and until the end of the Security Period and unless the Facility Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right 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 Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:17 (Guarantee and Indemnity):
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any third party providing security for, or any other guarantor of or provider of security for of, any Obligor’s 's obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Secured Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Secured Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any the Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Secured Party. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Secured Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, 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 Clause 28 34 (Payment Mechanics).
Appears in 1 contract
Deferral of Guarantors’ rights. Until (i) all amounts which may be or become payable by any or all of the Obligors under or in connection with the Finance Documents have been irrevocably paid in full and (ii) no Finance Party is under any further obligation (whether actual or contingent) to provide any further advance or financial accommodation to any Obligor under any Finance Document, and unless the Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17Documents:
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s of the obligations of any Obligor under any of the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under any of the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, any of the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any Guarantor shall receive any benefit, payment or distribution in relation to any such right it shall hold that benefit, payment or distribution (or so much of it as may be necessary to enable all amounts which may be or become payable to any or all of the Finance Parties by any or all of the Obligors under or in connection with the Finance Documents to be paid in full) on trust for the Finance Parties, and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 (Payment Mechanicsmechanics).
Appears in 1 contract
Deferral of Guarantors’ rights. Until 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 and unless the Facility Agent (or, as the case may be, the Security Agent) otherwise directs, no the Guarantor will not exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any the Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any the Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, 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 Clause 28 (Payment Mechanicsmechanics).
Appears in 1 contract
Deferral of Guarantors’ rights. (a) Each Obligor acknowledges and agrees with each Guarantor that, subject to the terms and conditions of this Clause 19.8 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 19.1 (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 Obligors under or in connection with the Finance Documents have been irrevocably paid in full and unless the Agent otherwise directsfull, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17Documents:
(ai) to be indemnified by an Obligor;
(bii) to claim any contribution from any other guarantor Guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;; or
(ciii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security Security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee . From and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any Guarantor shall receive any benefit, payment or distribution in relation to any such right it shall hold that benefit, payment or distribution (or so much of it as may be necessary to enable after the date when all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be have been irrevocably paid in full) on trust for , the Finance Parties, Subrogation Rights of the Guarantors may be exercised and shall promptly pay or transfer enforced by the same to the Agent or as the Agent may direct for application Guarantors in accordance with Clause 28 (Payment Mechanics)their sole discretion.
Appears in 1 contract
Samples: Facilities Agreement (International Game Technology PLC)
Deferral of Guarantors’ rights. Until 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 and unless the Facility Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17Documents:
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 18.1 (Guarantee and indemnityIndemnity);
(e) to exercise any right of set-off against any ObligorObligor (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 set out in Clause 21.3 (Negative pledge)); and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, 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 Clause 28 29 (Payment Mechanicsmechanics).
Appears in 1 contract
Deferral of Guarantors’ rights. (a) Until 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 and unless the Facility Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 1715:
(ai) to be indemnified by an Obligor;
(bii) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(ciii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(div) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 15.1 (Guarantee and indemnity);
(ev) to exercise any right of set-off against any Obligor; and/or
(fvi) to claim or prove as a creditor of any Obligor in competition with any Finance Party. .
(b) If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, 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 Clause 28 25 (Payment Mechanics).
Appears in 1 contract
Samples: Covered Export Credit Agreement (Hughes Network Systems, LLC)
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 Obligor or their respective assets shall be or become payable by fully subordinated to the Obligors rights of the Secured Parties under or in connection with the Finance Documents have been irrevocably paid in full and until the end of the Security Period and unless the Facility Agent otherwise directs, no the Guarantor will not exercise or otherwise enjoy the benefit of any right 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 Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:17 (Guarantee and Indemnity):
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any third party providing security for, or any other guarantor of or provider of security for of, any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Secured Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Secured Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any the Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Secured Party. If any the Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Secured Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, 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 Clause 28 33 (Payment Mechanics).
Appears in 1 contract
Deferral of Guarantors’ rights. Until all Purchased Receivables and 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 and unless the Agent Bank otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17clause 16:
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider in respect of security for any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties Bank under the Finance Documents or in respect of any Purchased Receivable or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Partythe Bank;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 clause 16.1 (Guarantee and indemnityGuarantee);
(e) to exercise any right of set-off against any Debtor or Obligor; : and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Partythe Bank. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights referred to in this clause 16.8, it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties Bank by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Bank and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 (Payment Mechanics)Bank.
Appears in 1 contract
Samples: Full Recourse Receivables Purchase Agreement (Luxoft Holding, Inc)
Deferral of Guarantors’ rights. 19.8.1 Until 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 and unless the Facility Agent or the Security Trustee otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:19 (Guarantee and indemnity):
(aA) to be indemnified by an Obligor;
(bB) to claim any contribution from any other guarantor of or provider of security for any Obligor’s 's obligations under the Finance Documents;
(cC) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(dD) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 19.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(fE) to exercise or claim any right of set off or counterclaim against any other Obligor or any other person liable or claim or prove as a creditor in competition with the Finance Parties in the bankruptcy or liquidation of any other Obligor or any other person liable or have the benefit of, or share in, any payment from or composition with, any other Obligor or any other person liable or any other Security now or hereafter held by the Finance Parties in respect of the obligations of any Obligor in competition with any Finance Party. If any Guarantor shall receive any benefit, payment or distribution in relation to any such right it shall hold that benefit, payment or distribution (or so much of it as may be necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to or for the obligations or liabilities of any other person liable but so that, if so directed by the Facility Agent or the Security Trustee, it will prove for the whole or any part of its claim in the liquidation or bankruptcy of any other Obligor on terms that the benefit of such proof and of all of the money received by it in respect thereof shall be paid in full) held on trust for the Finance Parties, Parties and shall promptly pay applied in or transfer towards discharge of the same to obligations of the Obligors under the Finance Documents in such manner as the Facility Agent or the Security Trustee (as the Agent case may direct for application in accordance with Clause 28 (Payment Mechanics)be) shall deem appropriate.
Appears in 1 contract
Samples: Borrowing Base Facility Agreement (Transglobe Energy Corp)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Obligors under or in connection with the Finance Documents Guaranteed Obligations have been irrevocably paid paid, performed and discharged in full full, and unless the Agent Funder otherwise directs, no the Guarantor will not exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under in respect of the Finance Documents Guaranteed Obligations or by reason of any amount being payable, or liability arising, under this Clause 17clause 2:
(a) a. to be indemnified by an Obligor;
(b) b. to claim any contribution from any other guarantor Obligor in respect of or provider any of security for any Obligor’s obligations under the Finance DocumentsGuaranteed Obligations;
(c) c. to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under Funder in respect of the Finance Documents Guaranteed Obligations or of any other guarantee or security Security taken pursuant to, or in connection with, the Finance Documents Guaranteed Obligations by any Finance Partythe Funder;
(d) d. to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity)clause 2.1;
(e) e. to exercise any right of set-off against any Obligor; and/or
(f) f. to claim or prove as a creditor of any Obligor in competition with any Finance Partythe Funder. If any the Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties Funder by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Funder and shall promptly pay or transfer the same to the Agent or as the Agent may direct Funder for application in accordance with Clause 28 (Payment Mechanics)towards the Guaranteed Obligations.
Appears in 1 contract
Samples: Corporate Guarantee
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Obligors or the Guarantor under or in connection with the Finance Documents have been irrevocably paid in full and unless the Agent otherwise directs, no the Guarantor will not exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents Guarantee or by reason of any amount being payable, or liability arising, under this Clause 17Guarantee:
(a) to be indemnified by an any Obligor or to receive any collateral from any Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s the Principal's obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the a Finance Parties Party under the Finance Documents or of any other guarantee or security Security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any the Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 2 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any the Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 30 (Payment Mechanics)mechanics) of the Agreement.
Appears in 1 contract
Samples: Guarantee (Ugi Corp /Pa/)
Deferral of Guarantors’ rights. Until 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 and unless the Facility Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 1721:
(a) to be indemnified claim by an Obligorway of contribution or indemnity in relation to any of the obligations of each Borrower under any of the Finance Documents;
(b) to claim or prove as a creditor of any contribution from Borrower or any other guarantor of person or provider of security for any Obligor’s obligations under its estate in competition with the Finance DocumentsParties 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 Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;; 89 63529049_1
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 21.1 (Guarantee and indemnityIndemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, 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 Clause 28 31 (Payment Mechanics).
Appears in 1 contract
Samples: Additional Facility Accession Agreement (Liberty Global PLC)
Deferral of Guarantors’ rights. (a) Until all amounts which may be or become payable by the Obligors Debtors orthe Parent under or in connection with the Finance Documents and the Hedging Agreement have been irrevocably paid in full and unless the Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents and the Hedging Agreements or by reason of any amount being payable, or liability arising, under this Clause 1715:
(ai) to be indemnified by an Obligora Debtor;
(bii) to claim any contribution from any other guarantor of or provider of security for any ObligorDebtor’s obligations under the Finance DocumentsDocuments or the Hedging Agreements;
(ciii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties External Creditors under the Finance Documents or the Hedging Agreements of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents or the Hedging Agreements by any Finance PartyExternal Creditor;
(div) to bring legal or other proceedings for an order requiring any Obligor Debtor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 15.1 (Guarantee and indemnityIndemnity);
(ev) to exercise any right of set-off against any ObligorDebtor; and/or
(fvi) to claim or prove as a creditor of any Obligor Debtor in competition with any Finance Party. External Creditor.
(b) If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties External Creditors by the Obligors Debtors under or in connection with the Finance Documents or the Hedging Agreements to be paid repaid in full) full on trust for the Finance PartiesExternal Creditors (or, if the relevant Guarantor is not able to hold such amount on trust under the laws of its jurisdiction of incorporation, for the benefit of the External Creditors) and shall promptly pay or transfer the same to the Security Agent or as the Security Agent may direct for application in accordance with, prior to the taking of any Enforcement Action, the partial payment provisions in the Senior Facilities Agreement and thereafter in accordance with Clause 28 16 (Payment MechanicsApplication of Proceeds).
Appears in 1 contract
Samples: Intercreditor Agreement
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 respective assets shall be or become payable by fully subordinated to the Obligors rights of the Secured Parties under or in connection with the Finance Documents have been irrevocably paid in full and until the end of the Security Period and unless the Facility Agent otherwise directs, no the Guarantor will not exercise or otherwise enjoy the benefit of any right 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 Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:17 (Guarantee and Indemnity):
(a) to be indemnified by an Obligorthe Borrower;
(b) to claim any contribution from any third party providing security for, or any other guarantor of or provider of security for any Obligor’s of, the Borrower's obligations under the Finance DocumentsDocuments to which it is a party in accordance with their terms;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Secured Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Secured Party;
(d) to bring legal or other proceedings for an order requiring any Obligor the Borrower to make any payment, or perform any obligation, in respect of which any the Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligorthe Borrower; and/or
(f) to claim or prove as a creditor of any Obligor the Borrower in competition with any Finance Secured Party. If any the Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Secured Parties by the Obligors Borrower under or in connection with the Finance Documents to which it is a party in accordance with their terms to be paid repaid in full) full on trust for the Finance Parties, 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 Clause 28 33 (Payment Mechanics).
Appears in 1 contract
Samples: Facility Agreement (Euroseas Ltd.)
Deferral of Guarantors’ rights. Until 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 and unless the Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:18 (Guarantee and indemnity):
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 18.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 29 (Payment Mechanics).
Appears in 1 contract
Samples: Facilities Agreement (Sappi LTD)
Deferral of Guarantors’ rights. (a) Each Obligor acknowledges and agrees with each Guarantor that, subject to the terms and conditions of this Clause 19.8 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 19.1 (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 Obligors under or in connection with the Finance Documents have been irrevocably paid in full and unless the Agent otherwise directsfull, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17Documents:
(ai) to be indemnified by an Obligor;
(bii) to claim any contribution from any other guarantor Guarantor of or provider of security for any Obligor’s 's obligations under the Finance Documents;; or
(ciii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security Security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee . From and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any Guarantor shall receive any benefit, payment or distribution in relation to any such right it shall hold that benefit, payment or distribution (or so much of it as may be necessary to enable after the date when all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be have been irrevocably paid in full) on trust for , the Finance Parties, Subrogation Rights of the Guarantors may be exercised and shall promptly pay or transfer enforced by the same to the Agent or as the Agent may direct for application Guarantors in accordance with Clause 28 (Payment Mechanics)their sole discretion.
Appears in 1 contract
Samples: Senior Facility Agreement (International Game Technology PLC)
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 Obligors rights of the Secured Parties under or in connection with the 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), no the Guarantor will not exercise or otherwise enjoy the benefit of any right 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 Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:16 (Guarantee and Indemnity):
(a) to be indemnified by an a Transaction Obligor;
(b) to claim any contribution from any third party providing security for, or any other guarantor of or provider of security for of, any Transaction Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Secured Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Secured Party;
(d) to bring legal or other proceedings for an order requiring any Transaction Obligor to make any payment, or perform any obligation, in respect of which any the Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 16.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Transaction Obligor; and/or
(f) to claim or prove as a creditor of any Transaction Obligor in competition with any Finance Secured Party. If any the Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Secured Parties by the Transaction Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, 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 Clause 28 35 (Payment Mechanics).
Appears in 1 contract
Deferral of Guarantors’ rights. Until all the amounts which may be or become payable by the Obligors Obligor under or in connection with the Finance Documents Relevant Agreements have been irrevocably and unconditionally paid and discharged in full and unless or the Agent Clearing House otherwise directs, no the Guarantor will not exercise or otherwise enjoy the benefit of any right rights which it may have (by reason of performance by it of its obligations under the Finance Documents this Deed) or by reason of any amount being payable, or liability arising, under this Clause 17Deed:
(a) to be indemnified by an the Obligor;
(b) to claim any contribution or payment from any other guarantor of or provider of security for any Security or surety of the Obligor’s 's obligations under the Finance DocumentsRelevant Agreements;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties Clearing House under the Finance Documents Relevant Agreements or of any other Security or guarantee or security taken pursuant to, or in connection with, the Finance Documents Relevant Agreements by any Finance Partythe Clearing House;
(d) to bring legal or other proceedings for an order requiring any the Obligor or the Guarantor to make any payment, or perform any obligation, in respect of which any the Obligor or Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity)this Deed;
(e) to exercise any right of set-off against any the Obligor; and/or
(f) to claim or prove as a creditor of any the Obligor in competition with any Finance Partythe Clearing House. If any The Guarantor shall receive hold any benefit, payment or distribution received by it in relation to any such right it rights on trust for the Clearing House and shall hold that pay an amount equal to the benefit, payment or distribution (or so much of it as may be necessary to enable all amounts which may be or become payable received immediately to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid in full) on trust for the Finance Parties, and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 (Payment Mechanics)Clearing House.
Appears in 1 contract
Samples: Deed of Guarantee and Indemnity
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Transaction Obligors under or in connection with the Finance Documents have been irrevocably paid in full and unless the Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:
(a) to be indemnified by an a Transaction Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Transaction Obligor’s 's obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Transaction Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Transaction Obligor; and/or
(f) to claim or prove as a creditor of any Transaction Obligor in competition with any Finance Party. If any Guarantor shall receive any benefit, payment or distribution in relation to any such right it shall hold that benefit, payment or distribution (or so much of it as may be necessary to enable all amounts which may be or become payable to the Finance Parties by the Transaction Obligors under or in connection with the Finance Documents to be paid in full) on trust for the Finance Parties, and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 (Payment Mechanics).
Appears in 1 contract
Samples: Facility Agreement (Advanced Technology (Cayman) LTD)
Deferral of Guarantors’ rights. Until All rights which the Guarantors have at any time (whether in respect of this guarantee, a mortgage or any other transaction) against any Obligor or their respective assets shall be fully subordinated to the rights of the Secured Parties under the Finance Documents and until 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 and unless the Agent otherwise directs, no Guarantor the Guarantors will not exercise or otherwise enjoy the benefit any rights which either of any right which it them may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 1718:
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor Obligor has given a guarantee, undertaking or indemnity under Clause 17.1 18.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 34 (Payment Mechanicsmechanics).
Appears in 1 contract
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 Obligors rights of the Secured Parties under or in connection with the Finance Documents have been irrevocably paid in full and until the end of the Security Period and unless the Facility Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right 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 Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:17 (Guarantee and Indemnity):
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any third party providing security for, or any other guarantor of or provider of security for of, any Obligor’s 's obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Secured Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Secured Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Secured Party. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Secured Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, 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 Clause 28 33 (Payment Mechanics).
Appears in 1 contract
Samples: Facility Agreement (Taylor Maritime Investments LTD)
Deferral of Guarantors’ rights. 21.8.1 Until 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 and unless the Agent Lender otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:21 (Guarantee and indemnity):-
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties Lender under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Partythe Lender;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 21.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. the Lender.
21.8.2 If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties Lender by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Lender and shall promptly pay or transfer the same to the Agent Lender or as the Agent Lender may direct for application in accordance with Clause 28 30 (Payment Mechanicsmechanics).
Appears in 1 contract
Samples: Amendment and Restatement Agreement (Claires Stores Inc)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Obligors Borrowers under or in connection with the Finance Documents have been irrevocably paid in full and unless the Facility Agent otherwise directs, no each Guarantor will not exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:
Guarantee: (a) to be indemnified by an Obligor;
any of the Borrowers; CONFIDENTIAL TREATMENT REQUESTED BY FLEX LNG LTD. PURSUANT TO 17 CFR 200.83 (b) to claim any contribution from any other guarantor of or provider any of security for any Obligor’s the Borrowers' obligations under the Finance Documents;
; (c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
; (d) to bring legal or other proceedings for an order requiring any Obligor of the Borrowers to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity);
; (e) to assign any claim it may have against any of the Borrowers to any person or entity; (f) to exercise any right of set-off against any Obligorof the Borrowers; and/or
and/or (fg) to claim or prove as a creditor of any Obligor of the Borrowers in competition with any Finance Party, however, so that any Guarantor shall be entitled to prove in the liquidation or other dissolution of any of the Borrowers, 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 any Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by any of the Obligors Borrowers under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, 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 Clause 28 32 (Payment Mechanicsmechanics).
Appears in 1 contract
Samples: Senior Secured Term Loan Facility Agreement (Flex LNG Ltd.)
Deferral of Guarantors’ rights. Until 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 and unless the Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 1723:
(aA) to be indemnified by an Obligor;
(bB) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(cC) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(dD) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 23.1 (Guarantee and indemnityIndemnity);
(eE) to exercise any right of set-off against any Obligor; and/or
(fF) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for (or, if a trust is not recognised in a relevant jurisdiction, for the benefit of) the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 34 (Payment Mechanicsmechanics).
Appears in 1 contract
Samples: Multicurrency Revolving Facility Agreement (Endava PLC)
Deferral of Guarantors’ rights. Until 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 and unless the Facility Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 1721:
(a) to be indemnified claim by an Obligorway of contribution or indemnity in relation to any of the obligations of each Borrower under any of the Finance Documents;
(b) to claim or prove as a creditor of any contribution from Borrower or any other guarantor of person or provider of security for any Obligor’s obligations under its estate in competition with the Finance DocumentsParties 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 Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 21.1 (Guarantee and indemnityIndemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly 63140965_9 pay or transfer the same to the Facility Agent or as the Facility Agent may direct for application in accordance with Clause 28 31 (Payment Mechanics).
Appears in 1 contract
Deferral of Guarantors’ rights. Until 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 and unless the Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 1722:
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s 's obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 22.1 (Guarantee and indemnityIndemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 32 (Payment Mechanicsmechanics).
Appears in 1 contract
Samples: Facilities Agreement (Syngenta Ag)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by 17.8.1 During the Obligors under or in connection with the Finance Documents have been irrevocably paid in full Security Period, and unless the Agent otherwise directs, no the Guarantor will not exercise or otherwise enjoy the benefit of from any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arisingits liability, under this Clause 17:
(a) to receive or claim payment from or be indemnified by an Obligorthe Borrower;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under Security in respect of, the Finance DocumentsGuaranteed Obligations;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under in respect of the Finance Documents Guaranteed Obligations or of any other guarantee or security Security taken pursuant to, or in connection with, the Finance Documents Guaranteed Obligations by any Finance Party;
(d) to take, or retain, any Security from the Borrower or, in respect of the Guaranteed Obligations, any other person;
(e) to bring legal or other proceedings for an order requiring any Obligor the Borrower to make any payment, or perform any obligation, in respect of which any the Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity)) of this Agreement;
(ef) to exercise any right of set-off against the Borrower or to invoke or benefit from the rule in Cherry v Boultbee (as developed from time to time) or any Obligorsimilar or analogous rule or principle; and/or
(fg) to claim or prove as a creditor of any Obligor the Borrower in competition with any Finance Party. .
17.8.2 If any the Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights referred to in Clause 17.8.1 it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the any Finance Parties Party by the Obligors under in respect of or in connection with the Finance Documents Guaranteed Obligations to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 29 (Payment Mechanics)mechanics) of this Agreement.
Appears in 1 contract
Deferral of Guarantors’ rights. Until 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 and unless the Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:clause 19 (Guarantee and Indemnity):
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s 's obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 clause 19.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 clause 31 (Payment Mechanics).
Appears in 1 contract
Samples: Facility Agreement
Deferral of Guarantors’ rights. (A) Until 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 and unless the Facility Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, arising under this Clause 1723:
(ai) to be indemnified by an Obligor;
(bii) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(ciii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(div) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 23.1 (Guarantee and indemnity);
(ev) to exercise any right of set-off against any Obligor; and/or
(fvi) to claim or prove as a creditor of any Obligor in competition with any Finance Party. .
(B) If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 31 (Payment Mechanics).
Appears in 1 contract
Deferral of Guarantors’ rights. Until 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 and unless the Agent Lender otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, arising under this Clause 1712:
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties Lender under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Partythe Lender;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 12.1 (Guarantee and indemnityIndemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Partythe Lender. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties Lender by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Lender and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 (Payment Mechanics)Lender.
Appears in 1 contract
Samples: Facility Agreement (Central European Distribution Corp)
Deferral of Guarantors’ rights. Until all amounts Each Guarantor agrees that until the Bank is satisfied that (i) the Bank is under no commitment, obligation or liability (whether actual or contingent) to the Obligors or any other person which may be could lead to the Obligors incurring any further Obligation to the Bank, (ii) the Obligors have no Obligation to the Bank in respect of any matter or become thing whatsoever and (iii) each Guarantor has no liability (whether actual or contingent) to the Bank under or pursuant to this Guarantee, such Guarantor shall not, without the Bank’s prior written consent:
(A) in respect of any amount paid or payable by such Guarantor (whether actually or continently) under or in respect of this Guarantee, seek to recover or enforce repayment from or by the Obligors under or in connection with the Finance Documents have been irrevocably paid in full and unless the Agent otherwise directsany other surety, no Guarantor will whether by indemnity, subrogation, contribution or otherwise, or to exercise or otherwise enjoy take the benefit of any right which it may have by reason of performance by it of its obligations under the Finance Documents right, claim or by reason remedy of any amount being payablekind which may accrue howsoever to such Guarantor in respect of such amount; or
(B) take or permit to subsist any security from any Obligor or any other surety for or in respect of any of the obligations expressed to be assumed by such Guarantor under this Guarantee; or
(C) in the event of any bankruptcy, liquidation, winding-up or dissolution of any Obligor or any other surety, claim or prove in competition with the Bank, or liability arising, under this Clause 17:
(a) to be indemnified by an Obligor;
(b) to claim accept any contribution from any other guarantor of direct or provider of security for any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole indirect payment or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligationdistribution, in respect of which any moneys owing to such Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of by any Obligor in competition with or such other surety on any Finance Party. If any Guarantor shall receive any benefit, payment or distribution in relation to any such right it shall hold that benefit, payment or distribution (or so much of it as may be necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid in full) on trust for the Finance Parties, and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 (Payment Mechanics)account whatsoever.
Appears in 1 contract
Samples: Master Trade Receivables Financing Facility (British Energy Group PLC)
Deferral of Guarantors’ rights. Until all amounts All rights which may either Guarantor at any time has (whether in respect of this guarantee, a mortgage or any other transaction) against the Borrower, any other Transaction Obligor or their respective assets shall be or become payable by fully subordinated to the Obligors rights of the Creditor Parties under or in connection with the Finance Documents have been irrevocably paid in full and until the end of the Security Period and unless the Facility Agent otherwise directs, no neither Guarantor will exercise or otherwise enjoy the benefit of any right 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 Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:17 (Guarantee and Indemnity):
(a) to be indemnified by an a Transaction Obligor;
(b) to claim any contribution from any third party providing security for, or any other guarantor of or provider of security for of, any Transaction Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Creditor Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Creditor Party;
(d) to bring legal or other proceedings for an order requiring any Transaction Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has the Guarantors have given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Transaction Obligor; and/or
(f) to claim or prove as a creditor of any Transaction Obligor in competition with any Finance Creditor Party. If any either Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Creditor Parties by the Transaction Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Creditor 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 Clause 28 34 (Payment Mechanics).
Appears in 1 contract
Samples: Facility Agreement (Grindrod Shipping Holdings Pte. Ltd.)
Deferral of Guarantors’ rights. Until all amounts All rights which may athe 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 Obligors rights of the Secured Parties under or in connection with the Finance Documents have been irrevocably paid in full and until the end of the Security Period and unless the Facility Agent otherwise directs, no nothe Guarantor will not exercise or otherwise enjoy the benefit of any right 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 Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:17 (Guarantee and Indemnity):
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any third party providing security for, or any other guarantor of or provider of security for of, any Obligor’s 's obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Secured Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Secured Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any the Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Secured Party. If any athe Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Secured Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, 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 Clause 28 3435 (Payment 34Payment Mechanics).
Appears in 1 contract
Samples: Addendum to First Preferred Marshall Islands Mortgage (Ocean Rig UDW Inc.)
Deferral of Guarantors’ rights. (A) Until 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 and unless the Facility Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, arising under this Clause 1725:
(ai) to be indemnified by an Obligor;
(bii) to claim any contribution from any other guarantor of or provider of security for any Obligor’s 's obligations under the Finance Documents;
(ciii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(div) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 25.1 (Guarantee and indemnity);
(ev) to exercise any right of set-off against any Obligor; and/or
(fvi) to claim or prove as a creditor of any Obligor in competition with any Finance Party. .
(B) If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 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 Obligors under or in connection with the Finance Documents have been irrevocably paid in full and unless the Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:
(a) to be indemnified by an ObligorObligor or any other person;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance DocumentsDocuments or any other person;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor or any other person to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any ObligorObligor or any other person; and/or
(f) to claim or prove as a creditor of any Obligor or any other person in competition with any Finance Party. If any Guarantor shall receive any benefit, payment or distribution in relation to any such right it shall hold that benefit, payment or distribution (or so much of it as may be necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid in full) on trust for the Finance Parties, and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 (Payment Mechanics).
Appears in 1 contract
Samples: Secured Facility Agreement (Amkor Technology, Inc.)
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 Obligors rights of the Lender under or in connection with the Finance Documents have been irrevocably paid in full and until the end of the Guarantee Period and unless the Agent Lender otherwise directs, no the Guarantor will not exercise or otherwise enjoy the benefit of any right 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 Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17Guarantee:
(a) to be indemnified by an Obligorthe Borrower;
(b) to claim any contribution from any third party providing security for, or any other guarantor of or provider of security for any Obligor’s of, the Borrower's obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties Lender under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, by the Finance Documents by any Finance PartyLender;
(d) to bring legal or other proceedings for an order requiring any Obligor the Borrower to make any payment, or perform any obligation, in respect of which any the Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity)clause 9.1;
(e) to exercise any right of set-off against any Obligorthe Borrower; and/or
(f) to claim or prove as a creditor of any Obligor the Borrower in competition with any Finance Partythe Lender. If any the Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties Lender by the Obligors Borrower under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Lender and shall promptly pay or transfer the same to the Agent or Lender or, as the Agent Lender may direct for application in accordance with Clause 28 (Payment Mechanics)direct.
Appears in 1 contract
Deferral of Guarantors’ rights. Until In the event the Mosaic Shareholder fails to pay when due any amount due from it under any of the Finance Documents to which it is a party, until all amounts which may be or have become payable by the Obligors Mosaic Shareholder under or in connection with the Finance Documents have been irrevocably paid in full and unless the Intercreditor Agent otherwise directs, no Guarantor will Mosaic shall not exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 1712:
(a) to be indemnified by an Obligor;the Mosaic Shareholder; 560734-v2\BAHDMS
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(dc) to bring legal or other proceedings for an order requiring any Obligor Mosaic Shareholder to make any payment, or perform any obligation, in respect of which any Guarantor Mosaic has given a guarantee, undertaking or indemnity under Clause 17.1 12.1 (Guarantee and indemnity);
(ed) to exercise any right of set-off against any ObligorMosaic Shareholder; and/or
(fe) to claim or prove as a creditor of any Obligor Mosaic Shareholder in competition with any Finance Party. If any Guarantor shall receive Mosaic receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 clause 46 (Payment Mechanics).Payments under Finance Documents) of the Common Terms Agreement
Appears in 1 contract
Samples: Equity Support, Subordination and Retention Agreement (Mosaic Co)
Deferral of Guarantors’ rights. Until 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 and unless the Agent Lender otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 1716:
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties Lender under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Partythe Lender;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 16.1 (Guarantee and indemnityIndemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Partythe Lender. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties Lender by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Lender and shall promptly pay or transfer the same to the Agent or as the Agent may direct Lender for application in accordance with Clause 28 24 (Payment Mechanicsmechanics).
Appears in 1 contract
Samples: Facilities Agreement (Velti PLC)
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, any other Transaction Obligor or their respective assets shall be or become payable by fully subordinated to the Obligors rights of the Secured Parties under or in connection with the 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), no the Guarantor will not exercise or otherwise enjoy the benefit of any right 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 Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:16 (Guarantee and Indemnity):
(a) to be indemnified by an a Transaction Obligor;
(b) to claim any contribution from any third party providing security for, or any other guarantor of or provider of security for of, any Transaction Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Secured Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Secured Party;
(d) to bring legal or other proceedings for an order requiring any Transaction Obligor to make any payment, or perform any obligation, in respect of which any the Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 16.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Transaction Obligor; and/or
(f) to claim or prove as a creditor of any Transaction Obligor in competition with any Finance Secured Party. If any the Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Secured Parties by the Transaction Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, 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 Clause 28 32 (Payment Mechanics).
Appears in 1 contract
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Obligors an Obligor under or in connection with the Finance Documents any Loan Document have been irrevocably paid in full and unless the Collateral Agent otherwise directs, no a Guarantor will not exercise or otherwise enjoy the benefit any rights (its “rights of any right recourse”) which it may have by reason of performance by it of its obligations under the Finance Documents this Deed or by reason of any amount being payable, or liability arising, under this Clause 17Deed:
(a) 4.7.1 to be indemnified by an Obligor;
(b) another Obligor or to claim any contribution from any other guarantor Guarantor or any other Obligor of or provider of security for any an Obligor’s obligations under the Finance Loan Documents;
(c) 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 any Finance Parties Party under the Finance Loan Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Loan Documents by any a Finance Party;
(d) 4.7.3 to bring legal or other proceedings for an order requiring any an Obligor to make any payment, payment or perform any obligation, obligation in respect of which any a Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity)this Deed;
(e) 4.7.4 to exercise any right of set-off or counterclaim against any an Obligor; and/or
(f) 4.7.5 to claim or prove as a creditor of an Obligor or any Obligor other person or its estate in competition with any a Finance Party. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights, it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the a Finance Parties by the Obligors Party under or in connection with the Finance Loan Documents to be paid in full) on trust for for, the Finance Parties, and shall promptly pay or transfer the same to the Collateral Agent or as the Agent may direct for application in accordance with Clause 28 (Payment Mechanics)the 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 All rights which may either Guarantor at any time has (whether in respect of this guarantee, a mortgage or any other transaction) against the Borrower, any other Transaction Obligor or their respective assets shall be or become payable by fully subordinated to the Obligors rights of the Creditor Parties under or in connection with the Finance Documents have been irrevocably paid in full and until the end of the Security Period and unless the Facility Agent otherwise directs, no neither Guarantor will exercise or otherwise enjoy the benefit of any right 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 Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:17 (Guarantee and Indemnity):
(a) to be indemnified by an a Transaction Obligor;
(b) to claim any contribution from any third party providing security for, or any other guarantor of or provider of security for of, any Transaction Obligor’s 's obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Creditor Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Creditor Party;
(d) to bring legal or other proceedings for an order requiring any Transaction Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has the Guarantors have given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Transaction Obligor; and/or
(f) to claim or prove as a creditor of any Transaction Obligor in competition with any Finance Creditor Party. If any either Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Creditor Parties by the Transaction Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Creditor 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 Clause 28 34 (Payment Mechanics).
Appears in 1 contract
Samples: Term Loan Facility (Grindrod Shipping Holdings Ltd.)
Deferral of Guarantors’ rights. Until 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 and unless the Agent (or, as the case may be, the Security Agent) otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17Documents:
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;.
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 19.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 30 (Payment Mechanics).
Appears in 1 contract
Samples: Senior Term and Revolving Facilities Agreement (Melrose PLC)
Deferral of Guarantors’ rights. Until 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 and unless the Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:19 (Guarantee and indemnity).
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 19.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 32 (Payment Mechanicsmechanics).
Appears in 1 contract
Samples: Facility Agreement (Cascal N.V.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Guaranteed Obligors under or in connection with the Finance Guaranteed Documents have been irrevocably paid in full and unless the Security Agent otherwise directs, no the Guarantor will not exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents this Guarantee or by reason of any amount being payable, or liability arising, under this Clause 17Guarantee:
(a) to be indemnified by an a Guaranteed Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Guaranteed Obligor’s obligations under the Finance Guaranteed Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties or the Hedge Counterparties under the Finance Guaranteed Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Guaranteed Documents by any Finance PartyParty or Hedge Counterparty;
(d) to bring legal or other proceedings for an order requiring any Guaranteed Obligor to make any payment, or perform any obligation, in respect of which any the Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 3.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Guaranteed Obligor; and/or
(f) to claim or prove as a creditor of any Guaranteed Obligor in competition with any Finance PartyParty or Hedge Counterparty. If any the Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Security Agent or as the Security Agent may direct for application in accordance with Clause 28 7 (Payment MechanicsApplication of Proceeds).
Appears in 1 contract
Samples: Guarantee Agreement (Noble Corp PLC)
Deferral of Guarantors’ rights. (a) Until 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 and unless the Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 1718:
(ai) to be indemnified by an Obligor;
(bii) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(ciii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(div) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 18.1 (Guarantee and indemnityIndemnity);
(ev) to exercise any right of set-off against any Obligor; and/or
(fvi) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any .
(b) Subject to paragraph (c) below, if a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 30 (Payment Mechanicsmechanics).
(c) Each Guarantor which is a Slovak Obligor shall, as a commissioned agent (in Slovak: komisionár) under Section 577 et seq. of the Slovak Commercial Code, hold in its own name but for the account of the Finance Parties any benefit, payment or distribution received by it contrary to this Clause 18 and must immediately pay or transfer to the Agent or as the Agent may direct for application in accordance with Clause 30 (Payment mechanics).
Appears in 1 contract
Samples: Revolving Credit Facility Agreement (Central European Media Enterprises LTD)
Deferral of Guarantors’ rights. Until 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 and unless the Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;; and/or
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;; and/or
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnityIndemnity);; and/or
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 (Payment Mechanicsmechanics).
Appears in 1 contract
Deferral of Guarantors’ rights. Until 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 and unless the Agent Lender otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 1713:
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties Lender under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Partythe Lender;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 13.1 (Guarantee and indemnityIndemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Partythe Lender. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties Lender by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Lender and shall promptly pay or transfer the same to the Agent Lender or as the Agent Lender may direct for application in accordance with Clause 28 20 (Payment Mechanicsmechanics).
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 Obligors under or in connection with the Finance Documents have been irrevocably paid in full and unless the Agent (or, as the case may be, the Security Agent) otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 (Payment Mechanicsmechanics).
Appears in 1 contract
Samples: Revolving Senior Secured Credit Facility Agreement (Gold Fields LTD)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by 17.8.1 During the Obligors under or in connection with the Finance Documents have been irrevocably paid in full liability Period, and unless the Agent Lender otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:
(a) to receive or claim payment from or be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of of, or provider of security for Security in respect of, any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Lender under any Finance Parties under the Finance Documents Document or of any other guarantee or security Security taken pursuant to, or in connection with, the Finance Documents by any Finance Partythe Lender;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any ObligorObligor or to invoke or benefit from the rule in Cherry v Boultbee (as developed from time to time) or any similar or analogous rule or principle; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. the Lender.
17.8.2 If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights referred to in Clause 17.8.1 it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties Lender by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Lender and shall promptly pay or transfer the same to the Agent Lender or as the Agent Lender may direct for application in accordance with Clause 28 26 (Payment Mechanicsmechanics).
Appears in 1 contract
Samples: Single Currency Term Loan Facility Agreement (Evolving Systems 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 Obligors rights of the Secured Parties under or in connection with the Finance Documents have been irrevocably paid in full and until the end of the Security Period and unless the Facility Agent otherwise directs, no Guarantor the Guarantors will not exercise or otherwise enjoy the benefit any rights which they may have (whether in respect of any right Finance Document to which it may have is a Party or any other transaction) by reason of performance by it the Guarantors of its their obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:17 (Guarantee and Indemnity – Guarantors):
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any third party providing security for, or any other guarantor of or provider of security for of, any Obligor’s 's obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Secured Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Secured Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has the Guarantors have given a guarantee, undertaking or indemnity under Clause 17.1 17 (Guarantee and indemnityIndemnity – Guarantors);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Secured Party. If any Guarantor shall the Guarantors receive any benefit, payment or distribution in relation to any such right it rights they shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Secured Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, 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 Clause 28 38 (Payment Mechanics).
Appears in 1 contract
Deferral of Guarantors’ rights. (a) Until all amounts which may be or become payable by the Obligors Osprey Parties under or in connection with this Agreement (or under any other put/call options between the Finance Documents Purchaser and any Osprey Party in connection with investments relating to Xxxxxx PLC or any of its affiliates from time to time, each, a “Related Option Agreement”) have been irrevocably paid in full and unless the Agent Purchaser otherwise directs, no the Guarantor will shall not exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents this Agreement or by reason of any amount being payable, or liability arising, under this Clause 17clause 5:
(ai) to be indemnified by an Obligorthe Holder;
(bii) to claim any contribution from any other guarantor Osprey Party of or provider of security for any Obligorthe Holder’s obligations under the Finance Documentsthis Agreement;
(ciii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties Purchaser under the Finance Documents this Agreement or of any other guarantee or security taken pursuant to, or in connection with, this Agreement by the Finance Documents by any Finance PartyPurchaser;
(div) to bring legal or other proceedings for an order requiring any Obligor the Holder to make any payment, or perform any obligation, in respect of which any the Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity)this clause 5;
(ev) to exercise any right of set-off against any Obligorthe Holder; and/or
(fvi) to claim or prove as a creditor of any Obligor the Holder in competition with any Finance Party. the Purchaser.
(b) If any the Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties Purchaser by the Obligors Holder under or in connection with the Finance Documents this Agreement or any Related Option Agreement to be paid repaid in full) on trust for the Finance Parties, Purchaser and shall promptly pay or transfer the same to the Agent Purchaser or as the Agent Purchaser may direct direct, in each case for application in accordance with Clause 28 (Payment Mechanics)against any Osprey Party’s liabilities under this Agreement or any Related Option Agreement.
Appears in 1 contract
Deferral of Guarantors’ rights. Until 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 and unless the Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17clause 22 :
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s 's obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security Security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 clause 22.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/orand/or 10-16526587-2\13845-2639 97
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 clause 34 (Payment Mechanicsmechanics).
Appears in 1 contract
Deferral of Guarantors’ rights. Until all amounts All rights which may a Guarantor at any time has (whether in respect of this guarantee, a mortgage or any other transaction) against the Company or any other Debtor or their respective assets shall be or become payable by fully subordinated to the Obligors rights of the Secured Parties under or in connection with the Finance Debt Documents have been irrevocably paid in full and until the end of the Security Period and unless the Security Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have (whether in respect of any Debt Document to which it is a Party or any other transaction) by reason of performance by it of its obligations under the Finance Debt Documents or by reason of any amount being payable, or liability arising, under this Clause 17Guarantee:
(a) to be indemnified by an Obligora Debtor;
(b) to claim any contribution from any third party providing security for, or any other guarantor of or provider of security for of, any ObligorDebtor’s obligations under the Finance Debt Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Secured Parties under the Finance Debt Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Debt Documents by any Finance Secured Party;
(d) to bring legal or other proceedings for an order requiring any Obligor Debtor to make any payment, or perform any obligation, in respect of which any a Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity)this Guarantee;
(e) to exercise any right of set-off against any ObligorDebtor; and/or
(f) to claim or prove as a creditor of any Obligor Debtor in competition with any Finance Secured Party. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Secured Parties by the Obligors Debtors under or in connection with the Finance Debt Documents to be paid repaid in full) full on trust for the Finance Parties, Secured Parties and shall promptly pay or transfer the same to the Security Agent or as the Security Agent may direct for application in accordance with Clause 28 clause 16 (Payment Mechanics)Application of Proceeds) of the Intercreditor Agreement.
Appears in 1 contract
Samples: Guarantee
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 Obligors rights of the Secured Parties under or in connection with the 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), no the Guarantor will not exercise or otherwise enjoy the benefit of any right 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 Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:16 (Guarantee and Indemnity):
(a) to be indemnified by an a Transaction Obligor;
(b) to claim any contribution from any third party providing security for, or any other guarantor of or provider of security for of, any Transaction Obligor’s 's obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Secured Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Secured Party;
(d) to bring legal or other proceedings for an order requiring any Transaction Obligor to make any payment, or perform any obligation, in respect of which any the Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 16.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Transaction Obligor; and/or
(f) to claim or prove as a creditor of any Transaction Obligor in competition with any Finance Secured Party. If any the Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Secured Parties by the Transaction Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, 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 Clause 28 35 (Payment Mechanics).
Appears in 1 contract
Deferral of Guarantors’ rights. Until 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 and unless the Agent otherwise directs, no the Guarantor will not exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:18 (Guarantee and indemnity):
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any the Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 18.1 (Guarantee and indemnityIndemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any the Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 30 (Payment Mechanicsmechanics).
Appears in 1 contract
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 any Borrower, any other Transaction Obligor or their respective assets shall be or become payable by fully subordinated to the Obligors rights of the Secured Parties under or in connection with the Finance Documents have been irrevocably paid in full and until the end of the Security Period and unless the Facility Agent otherwise directs, no the Guarantor will not exercise or otherwise enjoy the benefit of any right 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 Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:18 (Guarantee and Indemnity – Guarantor):
(a) to be indemnified by an a Transaction Obligor;
(b) to claim any contribution from any third party providing security for, or any other guarantor of or provider of security for of, any Transaction Obligor’s 's obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Secured Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Secured Party;
(d) to bring legal or other proceedings for an order requiring any Transaction Obligor to make any payment, or perform any obligation, in respect of which any the Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 18.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Transaction Obligor; and/or
(f) to claim or prove as a creditor of any Transaction Obligor in competition with any Finance Secured Party. If any the Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Secured Parties by the Transaction Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, 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 Clause 28 36 (Payment Mechanics).
Appears in 1 contract
Deferral of Guarantors’ rights. Until all amounts All rights which may a Guarantor at any time has (whether in respect of this guarantee, a mortgage or any other transaction) against the Borrower, any other Transaction Obligor or their respective assets shall be or become payable by fully subordinated to the Obligors rights of the Creditor Parties under or in connection with the Finance Documents have been irrevocably paid in full and until the end of the Security Period and unless the Facility Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right its 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 Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:17 (Guarantee and Indemnity):
(a) to be indemnified by an any Transaction Obligor;
(b) to claim any contribution from any third party providing security for, or any other guarantor of or provider of security for of, any Transaction Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Creditor Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Creditor Party;
(d) to bring legal or other proceedings for an order requiring any Transaction Obligor to make any payment, or perform any obligation, in respect of which any a Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Transaction Obligor; and/or
(f) to claim or prove as a creditor of any Transaction Obligor in competition with any Finance Creditor Party. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Creditor Parties by the Transaction Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Creditor 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 Clause 28 33 (Payment Mechanics).
Appears in 1 contract
Deferral of Guarantors’ rights. Until 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 and unless the Agent Holders otherwise directsdirect, no the Guarantor will not exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:16 (Guarantee and indemnity):
(a) to be indemnified by an Obligorthe Company;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties Holders under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance PartyHolder;
(d) to bring legal or other proceedings for an order requiring any Obligor the Company to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 16.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligorthe Company; and/or
(f) to claim or prove as a creditor of any Obligor the Company in competition with any Finance PartyHolder. If any the Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties Holders by the Obligors Company under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Holders and shall promptly pay or transfer the same to the Agent or as the Agent Holders may direct for application in accordance with Clause 28 27 (Payment Mechanics).
Appears in 1 contract
Samples: Subscription Agreement (Radius Global Infrastructure, Inc.)
Deferral of Guarantors’ rights. (A) Until 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 and unless the Facility Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, arising under this Clause 17clause 25:
(ai) to be indemnified by an Obligor;
(bii) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(ciii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(div) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 clause 25.1 (Guarantee and indemnity);
(ev) to exercise any right of set-off against any Obligor; and/or
(fvi) to claim or prove as a creditor of any Obligor in competition with any Finance Party. .
(B) If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 clause 34 (Payment Mechanics)) of this Agreement.
Appears in 1 contract
Samples: Deed of Amendment and Restatement (Kosmos Energy Ltd.)
Deferral of Guarantors’ rights. (A) Until 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 and unless the Facility Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, arising under this Clause 17clause 25:
(ai) to be indemnified by an Obligor;
(bii) to claim any contribution from any other guarantor of or provider of security for any Obligor’s 's obligations under the Finance Documents;
(ciii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(div) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 clause 25.1 (Guarantee and indemnity);
(ev) to exercise any right of set-off against any Obligor; and/or
(fvi) to claim or prove as a creditor of any Obligor in competition with any Finance Party. .
(B) If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 clause 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 Obligors under or in connection with the Finance Interim Documents have been irrevocably paid in full and unless the Interim Facility Agent (or, as the case may be, the Interim Security Agent) otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Interim Documents or by reason of any amount being payable, or liability arising, under this Clause 17:
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s 's obligations under the Finance Interim Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Interim Finance Parties under the Finance Interim Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Interim Documents by any Interim Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Interim Finance Party. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights, it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Interim Finance Parties by the Obligors under or in connection with the Finance Interim Documents to be paid repaid in full) full on trust for the Interim Finance Parties, Parties and shall promptly pay or transfer the same to the Interim Facility Agent or as the Interim Facility Agent may direct for application in accordance with Clause 28 27 (Payment Mechanicsmechanics).
Appears in 1 contract
Samples: Interim Facilities Agreement
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Obligors Issuer under or in connection with the Finance Documents Guaranteed Obligations have been irrevocably paid in full and unless the Noteholder Trustee (or the Enforcement Agent or any other trustee or agent on their behalf) otherwise directs, no Guarantor none of the Guarantors will exercise or otherwise enjoy the benefit of any right rights which it they may have by reason of performance by it them of its their obligations under this Agreement or the Finance Documents Secured Notes or by reason of any amount being payable, or liability arising, under this Clause 17Agreement:
(a) 2.7.1 to be indemnified by an Obligorthe Issuer;
(b) 2.7.2 to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under of the Finance DocumentsGuaranteed Obligations;
(c) 2.7.3 to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties Noteholder Trustee under the Finance Documents Guaranteed Obligations or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents Guaranteed Obligations by any Finance Partythe Noteholder Trustee;
(d) 2.7.4 to bring legal or other proceedings for an order requiring any Obligor the Issuer to make any payment, or perform any obligation, in respect of which any Guarantor has the Guarantors have given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity)this Agreement;
(e) 2.7.5 to exercise any right of set-off against any Obligorthe Issuer; and/or
(f) 2.7.6 to claim or prove as a creditor of any Obligor the Issuer in competition with any Finance Partythe Noteholder Trustee. If any Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties Noteholder Trustee by the Obligors Issuer under or in connection with the Finance Documents Guaranteed Obligations to be paid in full) full on trust for the Finance Parties, Noteholder Trustee and shall promptly pay or transfer the same to the Agent or as the Agent may direct Noteholder Trustee for application in accordance with Clause 28 3 (Payment Mechanics).
Appears in 1 contract
Samples: Noteholder Guarantee
Deferral of Guarantors’ rights. Until 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 and unless the Facility Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17clause 20:
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s 's obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 clause 20.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) on trust full for the Finance Parties, 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 Clause 28 clause 32 (Payment MechanicsMechanisms).
Appears in 1 contract
Deferral of Guarantors’ rights. 8.1 Until all amounts which may be or become payable by the Obligors Obligor under or in connection with the Finance Transaction Documents have been irrevocably paid in full and unless the Agent Beneficiary otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17Guarantee:
(a) 8.1.1 to be indemnified by an the Obligor;
(b) 8.1.2 to claim any contribution from any other guarantor of or provider of security for any the Obligor’s 's obligations under the Finance Transaction Documents;
(c) 8.1.3 to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties Beneficiary under the Finance Transaction Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Transaction Documents by any Finance Partythe Beneficiary;
(d) 8.1.4 to bring legal or other proceedings for an order requiring claim any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity);
(e) to exercise any right of set-off or counterclaim against the Obligor or any Obligor; and/or
(f) to other person liable or claim or prove as a creditor of any Obligor in competition with the Beneficiary in the bankruptcy or liquidation of the Obligor or any Finance Party. If other person liable or have the benefit of, or share in, any Guarantor shall receive payment from or composition with, any benefit, payment Obligor or distribution in relation to any such right it shall hold that benefit, payment other person liable or distribution (any other security now or so much of it as may be necessary to enable all amounts which may be or become payable to the Finance Parties hereafter held by the Obligors under Beneficiary for any Guaranteed Liabilities or for the obligations or liabilities of any other person liable but so that, if so directed by the Beneficiary, it will prove for the whole or any part of its claim in connection with the Finance Documents to liquidation or bankruptcy of the Obligor on terms that the benefit of such proof and of all of the money received by it in respect thereof shall be paid in full) held on trust for the Finance Parties, Beneficiary and applied in or towards discharge of the Guaranteed Liabilities in such manner as the Beneficiary shall promptly pay deem appropriate;
8.1.5 to demand or transfer accept repayment in whole or in part of any indebtedness now or hereafter due to the Guarantor from the Obligor or from any other person liable or accept any security in respect of the same or dispose of the same; or
8.1.6 to take any action or exercise any right under the Agent laws of any applicable jurisdiction which is analogous to any of the actions or as the Agent may direct for application rights referred to in accordance with Clause 28 Clauses 8.1.1 to 8.1.5 (Payment Mechanics)inclusive) above.
Appears in 1 contract
Deferral of Guarantors’ rights. Until 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 and unless the Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:19 (Guarantee and Indemnity):
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 19.1 (Guarantee and indemnityIndemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 30 (Payment Mechanics)mechanics) of this Agreement.
Appears in 1 contract
Deferral of Guarantors’ rights. Until 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 and unless the Facility Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 1713:
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 13.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Party. If any Guarantor shall receive any benefit, payment or distribution in relation to any Until such right it shall hold that benefit, payment or distribution (or so much of it time as may be necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be have been irrevocably paid in full) , to the extent a Guarantor receives any benefit, payment or distribution in relation to such rights it will hold that benefit, payment or distribution on trust for the Finance Parties, Parties and shall will promptly pay an amount equal to that benefit, payment or transfer the same distribution, to the Agent or as the Agent may direct Facility Agent, for application in accordance with Clause 28 12 (Payment MechanicsPayments).
Appears in 1 contract
Deferral of Guarantors’ rights. 22.7.1 Until 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 and unless the Agent or the Security Trustee otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17Documents:
(aA) to be indemnified by an Obligor;
(bB) to claim any contribution from any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(cC) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(fD) to claim any set off or counterclaim against any other Obligor or any other person liable or claim or prove as a creditor in competition with the Finance Parties in the bankruptcy or liquidation of any other Obligor or any other person liable or have the benefit of, or share in, any payment from or composition with, any other Obligor or any other person liable or any other security now or hereafter held by the Finance Parties in respect of the obligations of any Obligor under the Finance Documents or for the obligations or liabilities of any other person liable but so that, if so directed by the Agent or the Security Trustee, it will prove for the whole or any part of its claim in competition with the liquidation or bankruptcy of any other Obligor on terms that the benefit of such proof and of all of the money received by it in respect thereof shall be held on trust for the Finance Party. If any Parties and applied in or towards discharge of the obligations of the Obligors under the Finance Documents in such manner as the Agent or the Security Trustee shall deem appropriate.
22.7.2 Without prejudice to Clause 22.7.1(D) or Clause 22.8 (Agent’s authority), if a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights described in Clause 22.7.1, it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 33 (Payment Mechanicsmechanics).
Appears in 1 contract
Samples: Junior Credit Agreement (Endeavour International Corp)
Deferral of Guarantors’ rights. a) Until all amounts which may be or become payable by rights and claims of the Obligors Finance Parties under or in connection with the Finance Documents have been irrevocably paid and discharged in full in accordance with the terms of the Finance Documents and unless the Agent otherwise directsno further rights and claims are capable of arising under any Finance Document, no Guarantor will shall exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17Guarantee:
(ai) to be indemnified by an any Obligor;
(bii) to claim any contribution from any other guarantor Obligor of or provider any obligations of security for any Obligor’s obligations Obligor under the Finance Documents;
(ciii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security Security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;
(div) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any a Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity)the Guarantee;
(ev) to exercise any right of set-off against any Obligor; and/orand|or
(fvi) to claim or prove as a creditor of any Obligor in competition with any Finance Party. .
b) If any Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors any Borrower under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance the Finance Documents.
c) Each Guarantor herewith agrees to assign and herewith assigns for security purposes any and all claims it may have under a right of recourse against any Obligor to the Agent effective as of the date of adjudication of bankruptcy, the grant of a moratorium, the entry into any kind of composition agreement with Clause 28 (Payment Mechanics)creditors, the date of resolution of insolvent liquidation of such Obligor or the occurrence of an event with similar effects as the aforementioned.
Appears in 1 contract
Samples: Credit Facilities Agreement (Wanda Sports Group Co LTD)
Deferral of Guarantors’ rights. Until 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 and unless the Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason return of any amount being payable, or liability arising, arising under this Clause 17:23.
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s 's obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party;; and/or
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 23.1 (Guarantee and indemnityIndemnity);
(e) to exercise any right of set-set off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor or its estate in competition with any Finance Party; and to the extent that any Guarantor is subrogated or entitled to any contribution and/or indemnity by law, that Guarantor (to the fullest extent permitted by law) waives such rights. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 36 (Payment Mechanicsmechanics).
Appears in 1 contract
Samples: Senior Term and Revolving Facilities Agreement (Inspired Entertainment, Inc.)
Deferral of Guarantors’ rights. Until all amounts which may be or become payable by the Obligors under or in connection with the Finance Transaction Documents have been irrevocably paid in full and unless the Agent Lender otherwise directs, no the Guarantor will not exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Transaction Documents or by reason of any amount being payable, or liability arising, under this Clause 1713:
(a) to be indemnified by an Obligorany Borrower;
(b) to claim any contribution from any other guarantor of or provider of security for any Obligor’s 's obligations under the Finance Transaction Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties Lender under the Finance Transaction Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Transaction Documents by any Finance Partythe Lender;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 13.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Partythe Lender. If any the Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Parties Lender by the Obligors under or in connection with the Finance Transaction Documents to be paid repaid in full) full on trust for the Finance Parties, Lender and shall promptly pay or transfer the same to the Agent Lender or as the Agent Lender may direct for application in accordance with Clause 28 (Payment Mechanics)6.1.
Appears in 1 contract
Deferral of Guarantors’ rights. Until all amounts All rights which may each Guarantor at any time has (whether in respect of this guarantee, a mortgage or any other transaction) against the Borrowers, any other Obligor or their respective assets shall be or become payable by fully subordinated to the Obligors rights of the Secured Parties under or in connection with the Finance Documents have been irrevocably paid in full and until the end of the Security Period and unless the Facility Agent otherwise directs, no Guarantor will exercise or otherwise enjoy the benefit of any right 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 Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 17:17 (Guarantee and Indemnity):
(a) to be indemnified by an Obligor;
(b) to claim any contribution from any third party providing security for, or any other guarantor of or provider of security for of, any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Secured Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Secured Party;
(d) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim or prove as a creditor of any Obligor in competition with any Finance Secured Party. If any a Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Secured Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, 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 Clause 28 33 (Payment Mechanics).
Appears in 1 contract
Deferral of Guarantors’ rights. Until 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 and unless the Agent or, as the case may be, the Security Agent otherwise directs, no the Guarantor will not exercise or otherwise enjoy the benefit of any right rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, payable or liability arising, arising under this Clause 17:
(a) to be indemnified by an Obligor;
(b) to claim or exercise any rights of contribution from any Obligor or any other guarantor of or provider of security for any Obligor’s obligations under the Finance Documents;
(c) to take the benefit (in whole or in part and whether by way exercise its rights of subrogation or otherwise) of and reimbursement against any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance PartyObligor;
(d) to claim or exercise any set-off or counterclaim against any Obligor or claim or prove in competition with the Agent or the Security Agent or any of the other Secured Parties in the liquidation of a Borrower or any other Obligor or have the benefit of, or share in, any payment from or composition with, a Borrower or any other Obligor or any other Finance Document now or hereafter held by any of the Secured Parties in respect of the obligations under the Finance Documents;
(e) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any the Guarantor has given a guarantee, undertaking or indemnity under Clause 17.1 (Guarantee and indemnity);
(e) to exercise any right of set-off against any Obligor; and/or
(f) to claim take the benefit (in whole or prove as a creditor in part and whether by way of subrogation or otherwise) of any Obligor rights of the Secured Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in competition with connection with, the Finance Documents by any Finance Secured Party. If any the Guarantor shall receive receives any benefit, payment or distribution in relation to any such right rights it shall hold that benefit, payment or distribution (or so much of it as may be to the extent necessary to enable all amounts which may be or become payable to the Finance Secured Parties by the Obligors under or in connection with the Finance Documents to be paid repaid in full) full on trust for the Finance Parties, Secured Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with Clause 28 34 (Payment Mechanics)mechanics) of this Agreement.
Appears in 1 contract
Samples: Facility Agreement (Danaos Corp)
