Common use of Group Guarantee Subordinated to Group Senior Indebtedness Clause in Contracts

Group Guarantee Subordinated to Group Senior Indebtedness. The obligations of the Group Guarantor under the Group Guarantee are subordinated, to the extent and in the manner provided in this Article Twelve, to all present and future Group Guarantor Senior Indebtedness. These subordination provisions are for the benefit of the holders of Group Guarantor Senior Indebtedness from time to time (and their successors and assigns). The provisions of this Article Twelve shall be enforceable directly by such holders and their respective representatives or trustees directly against the Group Guarantor, the Trustee and the Holders (and their successors and assigns). The provisions of this Article Twelve shall be a continuing agreement and shall be irrevocable and shall remain in full force and effect until payment in full of the Group Guarantor Senior Indebtedness in cash or cash equivalents, and shall constitute a continuing and irrevocable offer to all Persons who become holders of, or continue to hold, Group Guarantor Senior Indebtedness (whether such Group Guarantor Senior Indebtedness was created or acquired before or after the issuance of the Securities), each of which holders shall be deemed for the purposes hereof to have acquired Group Guarantor Senior Indebtedness in reliance upon the provisions of this Article Twelve. The provisions of this Article Twelve shall survive the commencement of any reorganization or other proceedings with respect to the Group Guarantor or any other Person and the discharge of any claim in connection with such reorganization or other proceedings, including, without limitation, the discharge of any Group Guarantor Senior Indebtedness.