Common use of Guarantors’ Rights of Subrogation, Contribution, Etc Clause in Contracts

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Obligations shall have been indefeasibly paid in full in Cash, the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee or the performance by such Guarantor of its obligations thereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity that such Guarantor now has or may hereafter have against the Borrower with respect to the Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party now has or may hereafter have against the Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured Party. In addition, until the Obligations shall have been indefeasibly paid in full in Cash, the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Obligations, including any such right of contribution under Section 7.2(b). Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party may have against the Borrower or any other Credit Party, to all right, title and interest any Secured Party may have in any such collateral or security, and to any right any Secured Party may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity or contribution rights at any time when all Obligations shall not have been indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelled, such amount shall be held in trust for the Administrative Agent, for the benefit of the Secured Parties, and shall forthwith be paid over to the Administrative Agent, for the benefit of Secured Parties, to be credited and applied against the Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Obligations shall will have been indefeasibly paid in full in Cash, cash and the Revolving Credit Commitments shall will have terminated and all Letters of Credit shall have been cancelled, or have expired or have been cancelledcash collateralized or otherwise backstopped in a manner satisfactory to the applicable Issuing Bank and all amounts drawn thereunder have been reimbursed in full, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party now has or may hereafter have against the Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured Party. In addition, until the Obligations shall will have been indefeasibly paid in full in Cash, cash and the Revolving Credit Commitments shall will have terminated and all Letters of Credit shall have been cancelled, or have expired or have been cancelledcash collateralized or otherwise backstopped in a manner satisfactory to the applicable Issuing Bank and all amounts drawn thereunder have been reimbursed in full, each Guarantor shall will withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Obligations, including any such right of contribution under as contemplated by Section 7.2(b)7.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall will be junior and subordinate to any rights any Secured Party may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party may have in any such collateral or security, and to any right any Secured Party may have against such other guarantor. If any amount shall will be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Obligations shall will not have been indefeasibly finally and paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall will be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Parties and shall will forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Parties to be credited and applied against the Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, and the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each the Guarantor hereby waives any claim, right or remedy, direct or indirect, that such the Guarantor now has or may hereafter have against the any Subsidiary Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such the Guarantor of its obligations thereunderObligations hereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such the Guarantor now has or may hereafter have against the any Subsidiary Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the any Subsidiary Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, and the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each the Guarantor shall withhold exercise of any right of contribution such the Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under Section 7.2(b). Each The Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity such indemnification the Guarantor may have against the any Subsidiary Borrower or against any collateral or security, and any rights of contribution such the Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartySubsidiary Borrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any the Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations shall not have been finally and indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, the Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, and the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledterminated, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case case, whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise otherwise, and including without limitation (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has has, or may hereafter have against the Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have have, against the Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, and the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledterminated, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under contribution, as contemplated by Section 7.2(b)7.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution contribution, as set forth herein herein, is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations shall not have been finally and indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit on behalf of the Secured PartiesBeneficiaries, and shall forthwith be paid over to the Administrative Agent, for the benefit of Secured PartiesBeneficiaries, to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations (other than contingent obligations for which no claim has been made) shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcancelled or Cash collateralized in accordance with Section 2.4(i), each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the any Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the any Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the any Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations (other than contingent obligations for which no claim has been made) shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcancelled or Cash collateralized in accordance with Section 2.4(i), each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under as contemplated by Section 7.2(b)7.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the any Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations (other than contingent obligations for which no claim has been made) shall not have been indefeasibly finally paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, and the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the any Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including without limitation (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the any Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that Agent or any Secured Party Lender now has or may hereafter have against the any Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by Agent or for the benefit of any Secured PartyLender. In addition, until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, and the Commitments Commitment shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including including, without limitation, any such right of contribution under as contemplated by Section 7.2(b)14.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the any Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights Agent or any Secured Party Lender may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Lender may have in any such collateral or security, and to any right Agent or any Secured Party Lender may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations shall not have been finally and indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit of the Secured Parties, Agent and Lenders and shall forthwith be paid over to the Administrative Agent, for the benefit of Secured Parties, Agent to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Non-US Guaranteed Obligations and Guaranteed Obligations shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the any Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its respective obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including without limitation (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the any Borrower with respect to the Non-US Guaranteed Obligations or Guaranteed Obligations, including any such right of indemnity under Section 7.2(a)as the case may be, (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the any Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Non-US Guaranteed Obligations and Guaranteed Obligations shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Non-US Guaranteed Obligations or Guaranteed Obligations, including as the case may be, including, without limitation, any such right of contribution under as contemplated by Section 7.2(b)7.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the any Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Non-US Guaranteed Obligations and Guaranteed Obligations shall not have been finally and indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Non-US Guaranteed Obligations or Guaranteed Obligations, as the case may be, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations (other than indemnities and expense reimbursement obligations which, in either case, are not then due and payable) shall have been indefeasibly paid in full in Cash, cash in accordance with their terms and the Total Revolving Loan Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the any Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the any Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Guaranteed Creditor now has or may hereafter have against the any Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyGuaranteed Creditor. In addition, until the Guaranteed Obligations (other than indemnities and expense reimbursement obligations which, in either case, are not then due and payable) shall have been indefeasibly paid in full in Cash, cash in accordance with their terms and the Total Revolving Loan Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under as contemplated by Section 7.2(b)16.02. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the any Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantorguarantor (including any other Guarantor), shall be junior and subordinate to any rights any Secured Party Guaranteed Creditor may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Guaranteed Creditor may have in any such collateral or security, and to any right any Secured Party Guaranteed Creditor may have against such other guarantorguarantor (including any other Guarantor). If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations shall not have been indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledcash in accordance with their terms, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Guaranteed Creditors and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Guaranteed Creditors to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations shall have been indefeasibly paid in full (other than contingent indemnification obligations for which no claim has been made and Obligations under or in Cash, respect of Secured Swap Agreements or Secured Cash Management Services) and the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledterminated, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including including, (ai) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (bii) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the Borrower, and (ciii) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations shall have been indefeasibly paid in full (other than contingent indemnification obligations for which no claim has been made and Obligations under or in Cash, the Commitments shall have terminated respect of Secured Swap Agreements or Secured Cash Management Services) and all Letters of Credit shall have expired or been cancelledcancelled or cash collateralized in an amount equal to 103% of Letter of Credit Usage at such time on terms satisfactory to the applicable Issuing Banks) and the Commitments shall have terminated, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under Section 7.2(b). Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations (other than contingent indemnification obligations for which no claim has been made and Obligations under or in respect of Secured Swap Agreements or Secured Cash Management Services) shall not have been indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, the Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof. Notwithstanding the foregoing, to the extent that any Guarantor’s right to indemnification or contribution arises from a payment or sale of Collateral made to satisfy Obligations constituting Swap Obligations, only those Loan Parties for whom such Swap Obligations do not constitute Excluded Swap Obligations shall indemnify and/or contribute to such Guarantor with respect to such Swap Obligations and the amount of any indemnity or contribution shall be adjusted accordingly.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until all of the Guaranteed Obligations shall have been finally and indefeasibly paid and performed in full in Cashfull, the Commitments shall have terminated and Commitment has been terminated, all Letters of Credit shall issued or deemed issued pursuant to the Credit Agreement have expired or been cancelledsurrendered, each the Guarantor hereby waives any claim, right or remedy, direct or indirect, that such the Guarantor now has or may hereafter have against the any Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such the Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such the Guarantor now has or may hereafter have against the Borrower with respect to the Obligationsany Borrower, including any such right of indemnity under Section 7.2(a), and (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party the Lender now has or may hereafter have against the any Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured Party. In addition, until all of the Guaranteed Obligations shall have been finally and indefeasibly paid and performed in full in Cashfull, the Commitments shall have terminated and Commitment has been terminated, all Letters of Credit shall issued or deemed issued pursuant to the Credit Agreement have expired or been cancelledsurrendered, each the Guarantor shall withhold exercise of any right of contribution such the Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under Section 7.2(b). Each The Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity such indemnification the Guarantor may have against the Borrower or against any collateral or securityBorrower, and any rights of contribution such the Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party the Lender may have against the Borrower or any other Credit Party, to all right, title and interest any Secured Party may have in any such collateral or securityeach Borrower, and to any right any Secured Party the Lender may have against such other guarantor. If any amount shall be paid to any the Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all the Guaranteed Obligations shall not have been finally and indefeasibly paid and performed in full in Cashfull, all Commitments the Commitment shall not having terminated and have been terminated, all Letters of Credit issued or deemed issued pursuant to the Credit Agreement shall not having expired or have been cancelledsurrendered shall not have been terminated, such amount shall be held in trust for the Administrative Agent, for the benefit of the Secured Parties, Lender and shall forthwith be paid over to the Administrative Agent, for the benefit of Secured Parties, Lender to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations (other than contingent obligations for which no claim has been made) shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcancelled (unless a Letter of Credit backstop is in place), each Guarantor hereby waives waives, to the extent permitted by applicable law, its right to enforce any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations (other than contingent obligations for which no claim has been made) shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcancelled (unless a Letter of Credit Backstop is in place), each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under as contemplated by Section 7.2(b)7.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations (other than contingent obligations for which no claim has been made) shall not have been indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit have not having expired been cancelled or been cancelledterminated (unless a Letter of Credit Backstop is in place), such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations shall have been indefeasibly paid in full (other than contingent indemnification obligations for which no claim has been made and Obligations under or in Cash, respect of Secured Swap Agreements) and the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledterminated, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations this Guarantee or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (ai) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (bii) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the Borrower, and (ciii) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations shall have been indefeasibly paid in full (other than contingent indemnification obligations for which no claim has been made or Obligations under or in Cash, respect of Secured Swap Agreements) and the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledterminated, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under Section 7.2(b). Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations (other than contingent indemnification obligations for which no claim has been made or Obligations under or in respect of Secured Swap Agreements) shall not have been indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations shall will have been indefeasibly paid in full in Cash, cash and the Revolving Credit Commitments shall will have terminated and all Letters of Credit shall have been cancelled, or have expired or have been cancelledCash Collateralized or otherwise backstopped in a manner satisfactory to the applicable Issuing Bank and all amounts drawn thereunder have been reimbursed in full, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party now has or may hereafter have against the Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured Party. In addition, until the Guaranteed Obligations shall will have been indefeasibly paid in full in Cash, cash and the Revolving Credit Commitments shall will have terminated and all Letters of Credit shall have been cancelled, or have expired or have been cancelledCash Collateralized or otherwise backstopped in a manner satisfactory to the applicable Issuing Bank and all amounts drawn thereunder have been reimbursed in full, each Guarantor shall will withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under as contemplated by Section 7.2(b)7.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall will be junior and subordinate to any rights any Secured Party may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party may have in any such collateral or security, and to any right any Secured Party may have against such other guarantor. If any amount shall will be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations shall will not have been finally and indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall will be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Parties and shall will forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Parties to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof. Further, in accordance with Section 2856 of the California Civil Code, each Guarantor waives any and all rights and defenses available to it by reason of Sections 2787 to 2855, inclusive, of the California Civil Code (this sentence is included solely out of an abundance of caution, and shall not be construed to mean that any of the above-referenced provisions of California law are in any way applicable to this Guaranty or to any of the Guaranteed Obligations).

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower NewPageCo or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including without limitation (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower NewPageCo with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the BorrowerNewPageCo, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including including, without limitation, any such right of contribution under as contemplated by Section 7.2(b)7.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower NewPageCo or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyNewPageCo, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations shall not have been finally and indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Subordination of Other Obligations. Until the Guarantied Obligations (other than Unasserted Obligations and obligations under the Lender Swap Agreements) shall have been indefeasibly paid in full in Cash, and the Commitments shall have terminated and terminated, all Letters of Credit shall have expired or been cancelledcancelled (or the reimbursement Obligations in respect thereof have been secured with cash collateral or letters of credit in a manner reasonably satisfactory to Secured Party) and the Lender Swap Agreements have been paid in full (or the obligations thereunder have been secured by a collateral arrangement reasonably satisfactory to the applicable Swap Counterparty), each Guarantor hereby waives shall withhold exercise of (a) any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor Company or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including without limitation (ai) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Obligations, including any such right of indemnity under Section 7.2(a)Company, (bii) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the BorrowerCompany, and (ciii) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured Party. In addition, until the Obligations shall have been indefeasibly paid in full in Cash, the Commitments shall have terminated Beneficiary and all Letters of Credit shall have expired or been cancelled, each Guarantor shall withhold exercise of (b) any right of contribution such Guarantor now has or may hereafter have against any other guarantor (including of any other Guarantor) of the Guarantied Obligations, including any such right of contribution under Section 7.2(b). Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower Company or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Guarantied Party or the other Beneficiaries may have against the Borrower or any other Credit PartyCompany, to all right, title and interest any Secured Guarantied Party or the other Beneficiaries may have in any such collateral or security, and to any right any Secured Guarantied Party or the other Beneficiaries may have against such other guarantor. If Any indebtedness of Company now or hereafter held by any Guarantor is subordinated in right of payment to the Guarantied Obligations, and any such indebtedness of Company to a Guarantor collected or received by such Guarantor after an Event of Default has occurred and is continuing, and any amount shall be paid to any a Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time referred to in the preceding paragraph when all Guarantied Obligations shall have not have been indefeasibly paid in full in Cashfull, all Commitments not having terminated and all Letters of Credit not having expired or been cancelled, such amount shall be held in trust for the Administrative Agent, for the benefit Guarantied Party on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Guarantied Party for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Guarantied Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until To the extent permitted by applicable Law, until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash(other than (x) obligations under Hedge Agreements and Cash Management Agreements not yet due and payable, and (y) contingent indemnification obligations not yet accrued and payable) and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcancelled (or back-up standby letters of credit in form and substance reasonably satisfactory to Issuing Bank or deposits of Cash Collateral in respect of all Letters of Credit shall have been furnished to Issuing Bank), each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the any Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the any Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the any Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash(other than (x) obligations under Hedge Agreements and Cash Management Agreements not yet due and payable, and (y) contingent indemnification obligations not yet accrued and payable) and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcancelled (or back-up standby letters of credit in form and substance reasonably satisfactory to Issuing Bank or deposits of Cash Collateral in respect of all Letters of Credit shall have been furnished to Issuing Bank), each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under as contemplated by Section 7.2(b)7.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the any Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit Partysuch Borrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations shall not have been indefeasibly finally paid in full in Cash(other than (x) obligations under Hedge Agreements and Cash Management Agreements not yet due and payable, all Commitments and (y) contingent indemnification obligations not having terminated yet accrued and all Letters of Credit not having expired or been cancelledpayable), such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Beneficiaries to be credited and applied against the applicable Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until all of the Guaranteed Obligations shall have been finally and indefeasibly paid and performed in full in Cashfull, the Aggregate Commitments shall have terminated and been terminated, all Letters of Credit shall issued or deemed issued pursuant to the Credit Agreement have expired or been cancelledsurrendered and all Swap Contracts have been terminated, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the ObligationsBorrower, including any such right of indemnity under Section 7.2(a), and (b) any right to enforce, or to participate in, any claim, right or remedy that the Agent or any Secured Party Lender now has or may hereafter have against the Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured Party. In addition, until all of the Guaranteed Obligations shall have been finally and indefeasibly paid and performed in full in Cashfull, the Aggregate Commitments shall have terminated and been terminated, all Letters of Credit shall issued or deemed issued pursuant to the Credit Agreement have expired or been cancelledsurrendered and all Swap Contracts have been terminated, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under Section 7.2(b). Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower or against any collateral or securityBorrower, and any rights of contribution such Guarantor may have against any such other guarantorguarantor (including any Guarantor), shall be junior and subordinate to any rights any Secured Party the Agent and the Lenders may have against the Borrower or any other Credit Party, to all right, title and interest any Secured Party may have in any such collateral or securityBorrower, and to any right the Agent or any Secured Party Lender may have against such other guarantorguarantor (including any Guarantor). If any amount shall be paid to any a Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all the Guaranteed Obligations shall not have been finally and indefeasibly paid and performed in full in Cashfull, all the Aggregate Commitments shall not having terminated and have been terminated, all Letters of Credit issued or deemed issued pursuant to the Credit Agreement shall not having expired or have been cancelledsurrendered and all Swap Contracts shall not have been terminated, such amount shall be held in trust for the Administrative Agent, for the benefit of the Secured Parties, Agent and shall forthwith be paid over to the Administrative Agent, for the benefit of Secured Parties, Agent to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Obligations shall have been indefeasibly paid in full in Cash, the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledterminated, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee or the performance by such Guarantor of its obligations thereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity that such Guarantor now has or may hereafter have against the Borrower with respect to the Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party now has or may hereafter have against the Borrower, Borrower and (c) any benefit of, and any right to participate in, any 1095171012\7\AMERICAS collateral or security now or hereafter held by or for the benefit of any Secured Party. In addition, until the Obligations shall have been indefeasibly paid in full in Cash, the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledterminated, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Obligations, including any such right of contribution under Section 7.2(b). Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantorGuarantor, shall be junior and subordinate to any rights any Secured Party may have against the Borrower or any other Credit Party, to all right, title and interest any Secured Party may have in any such collateral or security, and to any right any Secured Party may have against such other guarantorGuarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity or contribution rights at any time when all Obligations shall not have been indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledterminated, such amount shall be held in trust for the Administrative Agent, for the benefit of the Secured Parties, and shall forthwith be paid over to the Administrative Agent, for the benefit of Secured Parties, to be credited and applied against the Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations (other than Remaining Obligations) shall have been indefeasibly paid in full in Cash, the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledfull, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party now has or may hereafter have against the Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured Party. In addition, until the Guaranteed Obligations (other than Remaining Obligations) shall have been indefeasibly paid in full in Cash, the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledfull, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under as contemplated by Section 7.2(b)7.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party may have in any such collateral or security, and to any right any Secured Party may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations (other than Remaining Obligations) shall not have been finally and indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Parties and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Parties to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereofhereof and of the other Credit Documents.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Non-U.S. Guaranteed Obligations and Guaranteed Obligations shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the any Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its respective obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including without limitation (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the any Borrower with respect to the Non-U.S. Guaranteed Obligations or Guaranteed Obligations, including any such right of indemnity under Section 7.2(a)as the case may be, (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the any Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Non-U.S. Guaranteed Obligations and Guaranteed Obligations shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Non-U.S. Guaranteed Obligations or Guaranteed Obligations, including as the case may be, including, without limitation, any such right of contribution under as contemplated by Section 7.2(b)7.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the any Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Non-U.S. Guaranteed Obligations and Guaranteed Obligations shall not have been finally and indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, the Beneficiaries to be credited and applied against the Non-U.S. Guaranteed Obligations or Guaranteed Obligations, as the case may be, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Obligations shall have been indefeasibly paid in full in Cash, the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee or the performance by such Guarantor of its obligations thereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party now has or may hereafter have against the Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured Party. In addition, until the Obligations shall have been indefeasibly paid in full in Cash, the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Obligations, including any such right of contribution under as contemplated by Section 7.2(b)7.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party may have against the Borrower or any other Credit Party, to all right, title and interest any Secured Party may have in any such collateral or security, and to any right any Secured Party may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Obligations shall not have been indefeasibly finally and paid in full in Cash, all Revolving Commitments not having terminated and all Letters of Credit not having expired or been cancelled, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, parties and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Parties to be credited and applied against the Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations (other than contingent or indemnification obligations for which no claim has been made) shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcancelled (other than Letters of Credit as to which other arrangements satisfactory to the Issuing Bank shall have been made (which arrangements may include Cash Collateral or backstop letters of credit satisfactory to the Issuing Bank in an amount equal to the Minimum Collateral Amount)), each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations (other than contingent or indemnification obligations for which no claim has been made) shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcancelled (other than Letters of Credit as to which other arrangements satisfactory to the Issuing Bank shall have been made (which arrangements may include Cash Collateral or backstop letters of credit satisfactory to the Issuing Bank in an amount equal to the Minimum Collateral Amount)), each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under as contemplated by Section 7.2(b)7.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations shall not have been finally and indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledterminated, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the any Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the any Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the any Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledterminated, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under as contemplated by Section 7.2(b)7.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the any Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations shall not have been finally and indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, the Commitments shall have terminated (other than contingent indemnification obligations for which no claim has been made) and all Letters of Credit shall have expired or been cancelledcancelled or cash collateralized in an amount equal to 103% of Letter of Credit Usage at such time on terms satisfactory to the applicable Issuing Banks and the Commitments shall have terminated, each Guarantor hereby waives to the fullest extent permitted by applicable law any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise otherwise, and including (ai) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (bii) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the Borrower, Borrower and (ciii) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, the Commitments shall have terminated (other than contingent indemnification obligations for which no claim has been made) and all Letters of Credit shall have expired or been cancelledcancelled or cash collateralized in an amount equal to 103% of Letter of Credit Usage at such time on terms satisfactory to the applicable Issuing Banks and the Commitments shall have terminated, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under Section 7.2(b). Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations (other than contingent indemnification obligations for which no claim has been made) shall not have been indefeasibly paid in full in Cashfull, all Commitments not having terminated and all Letters of Credit shall not having have expired or been cancelledcancelled or cash collateralized in an amount equal to 103% of Letter of Credit Usage at such time on terms satisfactory to the applicable Issuing Banks and the Commitments shall not have terminated, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, the Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations (other than Remaining Obligations) shall have been indefeasibly paid in full in Cash, and the Revolving Credit Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcancelled or Cash Collateralized, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the anythe Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the anythe Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the anythe Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations (other than Remaining Obligations) shall have been indefeasibly paid in full in Cash, and the Revolving Credit Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcancelled or Cash Collateralized, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under as contemplated by Section 7.2(b)7.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the anythe Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit Partyanythe Borrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations (other than Remaining Obligations) shall not have been indefeasibly finally and paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations (other than indemnities and expense reimbursement obligations which, in either case, are not then due and payable) shall have been indefeasibly paid in full in Cash, cash in accordance with their terms and the Total Revolving Loan Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the any Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the any Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Guaranteed Creditor now has or may hereafter have against the any Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyGuaranteed Creditor. In addition, until the Guaranteed Obligations (other than indemnities and expense reimbursement obligations which, in either case, are not then due and payable) shall have been indefeasibly paid in full in Cash, cash in accordance with their terms and the Total Revolving Loan Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under as contemplated by Section 7.2(b). Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party may have against the Borrower or any other Credit Party, to all right, title and interest any Secured Party may have in any such collateral or security, and to any right any Secured Party may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity or contribution rights at any time when all Obligations shall not have been indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelled, such amount shall be held in trust for the Administrative Agent, for the benefit of the Secured Parties, and shall forthwith be paid over to the Administrative Agent, for the benefit of Secured Parties, to be credited and applied against the Obligations, whether matured or unmatured, in accordance with the terms hereof16.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations shall have been indefeasibly paid in full (other than contingent indemnification obligations for which no claim has been made and Obligations under or in Cash, respect of Secured Swap Agreements or Secured Cash Management Services) and the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledterminated, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including including, (ai) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (bii) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the Borrower, and (ciii) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations shall have been indefeasibly paid in full (other than contingent indemnification obligations for which no claim has been made and Obligations under or in Cash, the Commitments shall have terminated respect of Secured Swap Agreements or Secured Cash Management Services) and all Letters of Credit shall have expired with no pending drawings or been cancelledcancelled or cash collateralized in an amount equal to 103% of Letter of Credit Usage at such time on terms satisfactory to the applicable Issuing Banks and the Commitments shall have terminated, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under Section 7.2(b). Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations (other than contingent indemnification obligations for which no claim has been made and Obligations under or in respect of Secured Swap Agreements or Secured Cash Management Services) shall not have been indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, the Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof. Notwithstanding the foregoing, to the extent that any Guarantor’s right to indemnification or contribution arises from a payment or sale of Collateral made to satisfy Obligations constituting Swap Obligations, only those Loan Parties for whom such Swap Obligations do not constitute Excluded Swap Obligations shall indemnify and/or contribute to such Guarantor with respect to such Swap Obligations and the amount of any indemnity or contribution shall be adjusted accordingly.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guarantied Obligations shall have been indefeasibly paid in full in Cash, and the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Obligations, including any such right of indemnity under Section 7.2(a)Borrower, (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guarantied Obligations shall have been indefeasibly paid in full in Cash, and the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each upon the occurrence and during the continuance of an Event of Default, Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantorof the Subsidiary Guarantors) of the Guarantied Obligations, including any such right of contribution under Section 7.2(b). Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity such indemnification Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guarantied Obligations shall not have been indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Guarantied Party on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Guarantied Party for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Guarantied Obligations, whether matured or unmatured, in accordance with the terms hereof. NO PERSON SHALL BE RESPONSIBLE OR LIABLE TO ANY OTHER PARTY TO ANY LOAN DOCUMENT, ANY SUCCESSOR, ASSIGNEE OR THIRD PARTY BENEFICIARY OF SUCH PERSON OR ANY OTHER PERSON ASSERTING CLAIMS DERIVATIVELY THROUGH SUCH PARTY, FOR INDIRECT, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES WHICH MAY BE ALLEGED AS A RESULT OF CREDIT HAVING BEEN EXTENDED, SUSPENDED OR TERMINATED UNDER ANY LOAN DOCUMENT OR AS A RESULT OF ANY OTHER TRANSACTION CONTEMPLATED HEREUNDER OR THEREUNDER.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations (other than contingent indemnification obligations not yet due or owing) shall have been indefeasibly paid in full in Cash, cash and the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, replaced or Cash Collateralized, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower Borrowers or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower Borrowers with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the BorrowerBorrowers, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations (other than contingent indemnification obligations not yet due or owing) shall have been indefeasibly paid in full in Cash, cash and the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, replaced or Cash Collateralized, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under as contemplated by Section 7.2(b)10.02. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower Borrowers or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrowers, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations shall not have been indefeasibly finally and paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, the Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereofhereof and of the other Loan Documents.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations shall will have been indefeasibly paid in full in Cash, cash and the Revolving Credit Commitments shall will have terminated and all Letters of Credit shall have been cancelled, or have expired or have been cancelledcash collateralized or otherwise backstopped in a manner satisfactory to the applicable Issuing Bank and all amounts drawn thereunder have been reimbursed in full, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower Company or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower Company with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party now has or may hereafter have against the BorrowerCompany, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured Party. In addition, until the Guaranteed Obligations shall will have been indefeasibly paid in full in Cash, cash and the Revolving Credit Commitments shall will have terminated and all Letters of Credit shall have been cancelled, or have expired or have been cancelledcash collateralized or otherwise backstopped in a manner satisfactory to the applicable Issuing Bank and all amounts drawn thereunder have been reimbursed in full, each Guarantor shall will withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under as contemplated by Section 7.2(b)7.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower Company or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall will be junior and subordinate to any rights any Secured Party may have against the Borrower or any other Credit PartyCompany, to all right, title and interest any Secured Party may have in any such collateral or security, and to any right any Secured Party may have against such other guarantor. If any amount shall will be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations shall will not have been finally and indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall will be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Parties and shall will forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Parties to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower Company or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including without limitation (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower Company with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or FIRST LIEN CREDIT AND GUARANTY AGREEMENT 824323-New York Server 7A EXECUTION 103 to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the BorrowerCompany, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including including, without limitation, any such right of contribution under as contemplated by Section 7.2(b)7.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower Company or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyCompany, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations shall not have been finally and indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guarantied Obligations shall have been indefeasibly paid in full in Cash, and the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcanceled, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Obligations, including any such right of indemnity under Section 7.2(a)Borrower, (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guarantied Obligations shall have been indefeasibly paid in full in Cash, and the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcanceled, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Obligations, Guarantied Obligations (including any such right of contribution under Section 7.2(bsubsection 2.2(b) or under a Related Guaranty as contemplated by subsection 2.2(b)). Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guarantied Obligations shall not have been indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Guarantied Party on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Guarantied Party for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Guarantied Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations (other than Remaining Obligations) shall have been indefeasibly paid in full in Cash, and the Revolving Credit Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, replaced or Cash Collateralized, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the any Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the any Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the any Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations (other than Remaining Obligations) shall have been indefeasibly paid in full in Cash, and the Revolving Credit Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, replaced or Cash Collateralized, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under as contemplated by Section 7.2(b)7.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the any Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations (other than Remaining Obligations) shall not have been finally and indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereofhereof and of the other Credit Documents.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, and the Commitments shall Note Documents have terminated and all Letters of Credit shall have expired or been cancelledterminated, each Guarantor hereby waives waives, to the fullest extent permitted by applicable Law, any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower Issuer or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law Law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower Issuer with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the BorrowerIssuer, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, and the Commitments shall Note Documents have terminated and all Letters of Credit shall have expired or been cancelledterminated, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under as contemplated by Section 7.2(b)7.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower Issuer or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyIssuer, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations shall not have been finally and indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations and the Guaranteed Canadian Obligations shall have been indefeasibly paid in full in Cash, Cash and the Revolving Commitments shall have been terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the any Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its respective obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including including, without limitation, (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the any Borrower with respect to the Guaranteed Obligations or the Guaranteed Canadian Obligations, including any such right of indemnity under Section 7.2(a)as the case may be, (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the any Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations and the Guaranteed Canadian Obligations shall have been indefeasibly paid in full in Cash, Cash and the Revolving Commitments shall have been terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations or the Guaranteed Canadian Obligations, including as the case may be, including, without limitation, any such right of contribution under as contemplated by Section 7.2(b)7.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the any Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations shall not have been finally and indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelled, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, the Beneficiaries to be credited and applied against the Guaranteed Obligations or the Guaranteed Canadian Obligations, as the case may be, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, (other than contingent indemnification obligations for which no claim has been made) and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcancelled or cash collateralized, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (ai) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (bii) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the Borrower, and (ciii) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, (other than contingent indemnification obligations for which no claim has been made) and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcancelled or cash collateralized in the Agreed L/C Cash Collateral Amount on terms reasonably satisfactory to the Issuing Bank, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under Section 7.2(b). Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations (other than contingent indemnification obligations for which no claim has been made) shall not have been indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcancelled or Cash collateralized in accordance with Section 2.4(i), each Guarantor hereby waives (to the extent permitted by applicable law) any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the any Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the any Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the any Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcancelled or Cash collateralized in accordance with Section 2.4(i), each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under as contemplated by Section 7.2(b)7.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the any Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations shall not have been indefeasibly finally paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, and the Commitments Revolving Commitment shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the any Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including without limitation (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the any Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Lender now has or may hereafter have against the any Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyLender. In addition, until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, and the Commitments Revolving Commitment shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including including, without limitation, any such right of contribution under as contemplated by Section 7.2(b)7.02. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the any Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Lender may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Lender may have in any such collateral or security, and to any right any Secured Party Lender may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations shall not have been finally and indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit of the Secured Parties, Lender and shall forthwith be paid over to the Administrative Agent, for the benefit of Secured Parties, Lender to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the its Guaranteed Obligations (other than Contingent Obligations) shall have been indefeasibly irrevocably paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcash collateralized, backstopped or cancelled (on terms and conditions acceptable to the Applicable Agent), each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the any applicable Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including without limitation (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the any applicable Borrower with respect to the its Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party now has or may hereafter have against the any applicable Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured Party. In addition, until the its Guaranteed Obligations (other than Contingent Obligations) shall have been indefeasibly irrevocably paid in full in Cash, and the applicable Revolving Commitments shall have terminated and all applicable Letters of Credit shall have expired or been cancelledcash collateralized, backstopped or cancelled (on terms and conditions acceptable to the Applicable Agent), each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the its Guaranteed Obligations, including including, without limitation, any such right of contribution under as contemplated by Section 7.2(b)7.3. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the any applicable Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party may have against the Borrower or any other Credit Partyapplicable Borrower, to all right, title and interest any Secured Party may have in any such collateral or security, and to any right any Secured Party may have against such other guarantorguarantor (including any Guarantor). If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all its Guaranteed Obligations shall not have been finally and indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelled(other than Contingent Obligations), such amount shall be held in trust for the Administrative Agent, for the benefit Applicable Agent on behalf of the Secured Parties, Parties and shall forthwith be paid over to the Administrative Agent, Applicable Agent for the benefit of Secured Parties, Parties to be credited and applied against the its Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Obligations shall have been indefeasibly paid in full in Cash, the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Each Guarantor hereby waives agrees that it will not assert any claim, right or remedy, in each case direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor Company or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statutestatute (including under California Civil Code Section 2847, 2848 or 2849), under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Obligations, including any such right of indemnity under Section 7.2(a)Company, (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the BorrowerCompany, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured Party. In addition, Beneficiary unless and until the Guarantied Obligations (other than Guarantied Obligations in respect of indemnification and expense reimbursement not yet claimed) shall have been indefeasibly paid in full in Cashfull, the Commitments shall have terminated and all Letters of Credit shall have expired expired, been cancelled or been cash collateralized. In addition, until the Guarantied Obligations (other than Guarantied Obligations in respect of indemnity and expense reimbursement not yet claimed) shall have been indefeasibly paid in full and the Commitments shall have terminated and all Letters of Credit shall have expired, been cancelled, or been cash collateralized each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Obligations, Guarantied Obligations (including any such right of contribution under California Civil Code Section 7.2(b2848 or under subSECTION 2.2(b). Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party may have against the Borrower or any other Credit Party, to all right, title and interest any Secured Party may have in any such collateral or security, and to any right any Secured Party may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity or contribution rights at any time when all Obligations shall not have been indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelled, such amount shall be held in trust for the Administrative Agent, for the benefit of the Secured Parties, and shall forthwith be paid over to the Administrative Agent, for the benefit of Secured Parties, to be credited and applied against the Obligations, whether matured or unmatured, in accordance with the terms hereof).

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations shall have been indefeasibly paid in full (other than contingent indemnification obligations for which no claim has been made and Obligations under or in Cash, respect of Secured Swap Agreements or Secured Cash Management Services) and the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledterminated, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including including, (ai) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (bii) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the Borrower, and (ciii) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations shall have been indefeasibly paid in full (other than contingent indemnification obligations for which no claim has been made and Obligations under or in Cash, the Commitments shall have terminated respect of Secured Swap Agreements or Secured Cash Management Services) and all Letters of Credit shall have expired or been cancelledcancelled or cash collateralized in an amount equal to 103% of Letter of Credit Usage at such time on terms satisfactory to the applicable Issuing Banks and the Commitments shall have terminated, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under Section 7.2(b). Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations (other than contingent indemnification obligations for which no claim has been made and Obligations under or in respect of Secured Swap Agreements or Secured Cash Management Services) shall not have been indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, the Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof. Notwithstanding the foregoing, to the extent that any Guarantor’s right to indemnification or contribution arises from a payment or sale of Collateral made to satisfy Obligations constituting Swap Obligations, only those Loan Parties for whom such Swap Obligations do not constitute Excluded Swap Obligations shall indemnify and/or contribute to such Guarantor with respect to such Swap Obligations and the amount of any indemnity or contribution shall be adjusted accordingly.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations shall have been indefeasibly paid in full (other than contingent indemnification obligations for US-DOCS\155537880.27 which no claim has been made and Obligations under or in Cash, the Commitments shall have terminated respect of Secured Swap Agreements or Secured Cash Management Services) and all Letters of Credit shall have expired or been cancelledcancelled or cash collateralized in an amount equal to 103% of Letter of Credit Usage at such time on terms satisfactory to the applicable Issuing Banks and the Commitments shall have terminated, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including including, (ai) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (bii) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the Borrower, and (ciii) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations shall have been indefeasibly paid in full (other than contingent indemnification obligations for which no claim has been made and Obligations under or in Cash, respect of Secured Swap Agreements or Secured Cash Management Services) and the cancellation or expiration or cash collateralization of all Letters of Credit in an amount equal to 103% of Letter of Credit Usage at such time on terms satisfactory to Issuing Bank) and the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledterminated, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under Section 7.2(b). Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations (other than contingent indemnification obligations for which no claim has been made and Obligations under or in respect of Secured Swap Agreements or Secured Cash Management Services) shall not have been indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, the Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof. Notwithstanding the foregoing, to the extent that any Guarantor’s right to indemnification or contribution arises from a payment or sale of Collateral made to satisfy Obligations constituting Swap Obligations, only those Loan Parties for whom such Swap Obligations do not constitute Excluded Swap Obligations shall indemnify and/or contribute to such Guarantor with respect to such Swap Obligations and the amount of any indemnity or contribution shall be adjusted accordingly.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations (other than contingent or indemnification obligations for which no claim has been made and other than obligations under any Hedge Agreement) shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcancelled (other than Letters of Credit as to which other arrangements satisfactory to the applicable Issuing Bank shall have been made (which arrangements may include Cash Collateral or backstop letters of credit satisfactory to such Issuing Bank in an amount equal to the Minimum Collateral Amount)), each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations (other than contingent or indemnification obligations for which no claim has been made and other than obligations under any Hedge Agreement) shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcancelled (other than Letters of Credit as to which other arrangements satisfactory to the applicable Issuing Bank shall have been made (which arrangements may include Cash Collateral or backstop letters of credit satisfactory to such Issuing Bank in an amount equal to the Minimum Collateral Amount)), each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under as contemplated by Section 7.2(b)7.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations shall not have been indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations (other than contingent indemnification obligations for which no claim has been made) shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower Borrowers or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower Borrowers with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the BorrowerBorrowers, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations (other than contingent indemnification obligations for which no claim has been made) shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under as contemplated by Section 7.2(b)7.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower Borrowers or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrowers, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations (other than contingent indemnification obligations for which no claim has been made) shall not have been finally and indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the ---------------------------------------------------- Guarantied Obligations shall have been indefeasibly paid in full in Cash, and the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor Company or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including without limitation (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Obligations, including any such right of indemnity under Section 7.2(a)Company, (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the BorrowerCompany, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guarantied Obligations shall have been indefeasibly paid in full in Cash, and the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guarantied Obligations, including any such right of contribution under Section 7.2(b). Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower Company or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyCompany, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guarantied Obligations shall not have been indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Guarantied Party on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Guarantied Party for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Guarantied Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Obligations shall have been indefeasibly paid in full in Cash, the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee or the performance by such Guarantor of its obligations thereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity that such Guarantor now has or may hereafter have against the Borrower with respect to the Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party now has or may hereafter have against the Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured Party. In addition, until the Obligations shall have been indefeasibly paid in full in Cash, the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Obligations, including any such right of contribution under Section 7.2(b). Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party may have against the Borrower or any other Credit Party, to all right, title and interest any Secured Party may have in any such collateral or security, and to any right any Secured Party may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity or contribution rights at any time when all Obligations shall not have been indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been DMFIRM #406105327 v2 182 cancelled, such amount shall be held in trust for the Administrative Agent, for the benefit of the Secured Parties, and shall forthwith be paid over to the Administrative Agent, for the benefit of Secured Parties, to be credited and applied against the Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guarantied Obligations shall have been indefeasibly paid in full in Cash(other than Obligations which are contingent and unliquidated and not due and owing on such date and which pursuant to the provisions of the Credit Agreement, Interest Rate Agreements, Letters of Credit or the Loan Documents survive the termination of the Credit Agreement, the repayment of the Guarantied Obligations, the termination of the Commitments, the expiration or cancellation of all Letters of Credit or the termination, expiration or cancellation of all Interest Rate Agreements) and the Commitments shall have terminated and terminated, all Letters of Credit shall have expired or been cancelled and all Interest Rate Agreements shall have terminated, expired or been cancelled, each Guarantor hereby waives shall withhold exercise of (a) any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor Company or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including without limitation (ai) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Obligations, including any such right of indemnity under Section 7.2(a)Company, (bii) any right to enforce, or to participate in, any claim, right or remedy that Agent or any Secured Guarantied Party now has or may hereafter have against the BorrowerCompany, and (ciii) any benefit of, and any right to participate in, any collateral or security now or hereafter held by Agent or for the benefit of any Secured Guarantied Party. In addition, until the Obligations shall have been indefeasibly paid in full in Cash, the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor shall withhold exercise of (b) any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of any of the Obligations, Guarantied Obligations (including without limitation any such right of contribution under Section 7.2(bsubsection 2.2(b)). Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower Company or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights Agent or any Secured Guarantied Party may have against the Borrower or any other Credit PartyCompany, to all right, title and interest Agent or any Secured Guarantied Party may have in any such collateral or security, and to any right Agent or any Secured Guarantied Party may have against such other guarantor. Agent, on behalf of Guarantied Parties, may use, sell or dispose of any item of collateral or security as it sees fit without regard to any subrogation rights any Guarantor may have, and upon any such disposition or sale any rights of subrogation such Guarantor may have with respect to such item of collateral or security shall terminate. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity reimbursement or indemnification or contribution rights at any time when all Guarantied Obligations shall not have been indefeasibly paid in full in Cash(other than Obligations which are contingent and unliquidated and not due and owing on such date and which pursuant to the provisions of the Credit Agreement, all Commitments not having terminated and Interest Rate Agreements, Letters of Credit or the Loan Documents survive the termination of the Credit Agreement, the repayment of the Guarantied Obligations, the termination of the Commitments, the expiration or cancellation of all Letters of Credit not having expired or been cancelledthe termination, expiration or cancellation of all Interest Rate Agreements), such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Guarantied Parties and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Guarantied Parties to be credited and applied against the Guarantied Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Subordination of Other Obligations. Until the Guarantied Obligations shall have been indefeasibly paid in full in Cash, and the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor hereby waives shall withhold exercise of (a) any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor Company or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including without limitation (ai) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Obligations, including any such right of indemnity under Section 7.2(a)Company, (bii) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the BorrowerCompany, and (ciii) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured Party. In addition, until the Obligations shall have been indefeasibly paid in full in Cash, the Commitments shall have terminated Beneficiary and all Letters of Credit shall have expired or been cancelled, each Guarantor shall withhold exercise of (b) any right of contribution such Guarantor now has or may hereafter have against any other guarantor (including of any other Guarantor) of the Guarantied Obligations, including any such right of contribution under Section 7.2(b). Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower Company or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Guarantied Party or the other Beneficiaries may have against the Borrower or any other Credit PartyCompany, to all right, title and interest any Secured Guarantied Party or the other Beneficiaries may have in any such collateral or security, and to any right any Secured Guarantied Party or the other Beneficiaries may have against such other guarantor. If Any indebtedness of Company now or hereafter held by any Guarantor is subordinated in right of payment to the Guarantied Obligations, and any such indebtedness of Company to a Guarantor collected or received by such Guarantor after an Event of Default has occurred and is continuing, and any amount shall be paid to any a Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time referred to in the preceding paragraph when all Guarantied Obligations shall have not have been indefeasibly paid in full in Cashfull, all Commitments not having terminated and all Letters of Credit not having expired or been cancelled, such amount shall be held in trust for the Administrative Agent, for the benefit Guarantied Party on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Guarantied Party for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Guarantied Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations (other than contingent or indemnification obligations for which no claim has been made) shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcancelled (other than Letters of Credit as to which other arrangements satisfactory to the Issuing Banks shall have been made (which arrangements may include Cash Collateral or backstop letters of credit satisfactory to the Issuing Banks in an amount equal to the Minimum Collateral Amount)), each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations (other than contingent or indemnification obligations for which no claim has been made) shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcancelled (other than Letters of Credit as to which other arrangements satisfactory to the Issuing Banks shall have been made (which arrangements may include Cash Collateral or backstop letters of credit satisfactory to the Issuing Banks in an amount equal to the Minimum Collateral Amount)), each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under as contemplated by Section 7.2(b)7.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations shall not have been finally and indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations shall have been indefeasibly paid in full (other than contingent indemnification obligations for which no claim has been made and Obligations under or in Cash, respect of Secured Hedge Agreements and Secured Treasury Services Agreements) and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcancelled or cash collateralized, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (ai) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (bii) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the Borrower, and (ciii) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations shall have been indefeasibly paid in full (other than contingent indemnification obligations for which no claim has been made and Obligations under or in Cash, respect of Secured Hedge Agreements and Secured Treasury Services Agreements) and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcancelled or cash collateralized in an amount equal to 103% of Letter of Credit usage at such time on terms reasonably satisfactory to the Issuing Bank, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under Section 7.2(b). Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations (other than contingent indemnification obligations for which no claim has been made and Obligations under or in respect of Secured Hedge Agreements and Secured Treasury Services Agreements) shall not have been indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations shall have been indefeasibly paid in full (other than contingent indemnification obligations for which no claim has been made and Obligations under or in Cash, respect of Secured Hedge Agreements and Secured Treasury Services Agreements) and the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcancelled or cash collateralized, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower Borrowers or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (ai) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower Borrowers with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (bii) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the BorrowerBorrowers, and (ciii) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations shall have been indefeasibly paid in full (other than contingent indemnification obligations for which no claim has been made and Obligations under or in Cash, respect of Secured Hedge Agreements and Secured Treasury Services Agreements) and the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcancelled or cash collateralized in an amount equal to 103% of Letter of Credit Usage at such time on terms reasonably satisfactory to Issuing Bank, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under Section 7.2(b). Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower Borrowers or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrowers, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations (other than contingent indemnification obligations for which no claim has been made and Obligations under or in respect of Secured Hedge Agreements and Secured Treasury Services Agreements) shall not have been indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guarantied Obligations and all other Obligations under the Credit Agreement shall have been indefeasibly paid in full in Cashfull, the Commitments shall have been terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the any Borrower or any other Guarantor or any of its Borrower's assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statutestatute (including without limitation under California Civil Code Section 2847, 2848 or 2849), under common law or otherwise and including without limitation (ai) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Obligations, including any such right of indemnity under Section 7.2(a)Borrower, (bii) any right to enforce, or to participate in, any claim, right or remedy that Agent or any Secured Party Lender now has or may hereafter have against the any Borrower, and (ciii) any benefit of, and any right to participate in, any collateral or security now or hereafter held by Agent or for the benefit of any Secured PartyLender. In addition, until the Guarantied Obligations and all other Obligations under the Credit Agreement shall have been indefeasibly paid in full in Cashfull, the Commitments shall have been terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor of any of the Guarantied Obligations (including any other Guarantor) of the Obligations, including without limitation any such right of contribution under California Civil Code Section 7.2(b2848 or under a Related Guaranty as contemplated by subsection 2.2). Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity such indemnification Guarantor may have against the any Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Agent or Lenders may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Agent or Lenders may have in any such collateral or security, and to any right any Secured Party Agent or Lenders may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity reimbursement or contribution indemnification rights at any time when all Guarantied Obligations and all other Obligations under the Credit Agreement shall not have been indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Lenders and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Lenders to be credited and applied against the Guarantied Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until all of the Guaranteed Obligations shall have been finally and indefeasibly paid and performed in full in Cashfull, the Aggregate Commitments shall have been terminated and all Letters of Credit shall issued or deemed issued pursuant to the Credit Agreement have expired or been cancelledsurrendered, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the ObligationsBorrower, including any such right of indemnity under Section 7.2(a), and (b) any right to enforce, or to participate in, any claim, right or remedy that the Administrative Agent or any Secured Party Lender now has or may hereafter have against the Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured Party. In addition, until all of the Guaranteed Obligations shall have been finally and indefeasibly paid and performed in full in Cashfull, the Aggregate Commitments shall have been terminated and all Letters of Credit shall issued or deemed issued pursuant to the Credit Agreement have expired or been cancelledsurrendered, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under Section 7.2(b). Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower or against any collateral or securityBorrower, and any rights of contribution such Guarantor may have against any such other guarantorguarantor (including any Guarantor), shall be junior and subordinate to any rights any Secured Party the Administrative Agent and the Lenders may have against the Borrower or any other Credit Party, to all right, title and interest any Secured Party may have in any such collateral or securityBorrower, and to any right the Administrative Agent or any Secured Party Lender may have against such other guarantorguarantor (including any Guarantor). If any amount shall be paid to any a Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all the Guaranteed Obligations shall not have been finally and indefeasibly paid and performed in full in Cashfull, all the Aggregate Commitments shall not having have been terminated and all Letters of Credit issued or deemed issued pursuant to the Credit Agreement shall not having expired or have been cancelledsurrendered, such amount shall be held in trust for the Administrative Agent, for the benefit of the Secured Parties, Agent and shall forthwith be paid over to the Administrative Agent, for the benefit of Secured Parties, Agent to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including without limitation (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party now has or may hereafter have against the Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured Party. In addition, until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including including, without limitation, any such right of contribution under as contemplated by Section 7.2(b)7.3. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party may have in any such collateral or security, and to any right any Secured Party may have against such other guarantorguarantor (including any Guarantor). If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations shall not have been indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Parties and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Parties to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations (other than indemnities and expense reimbursement obligations which, in either case, are not then due and payable, and Secured Hedging Obligations and Secured Cash Management Obligations) shall have been indefeasibly paid in full in Cash, cash in accordance with their terms and the Total Revolving Loan Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the any Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the any Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Guaranteed Creditor now has or may hereafter have against the any Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyGuaranteed Creditor. In addition, until the Guaranteed Obligations (other than indemnities and expense reimbursement obligations which, in either case, are not then due and payable, and Secured Hedging Obligations and Secured Cash Management Obligations) shall have been indefeasibly paid in full in Cash, cash in accordance with their terms and the Total Revolving Loan Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under as contemplated by Section 7.2(b). Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party may have against the Borrower or any other Credit Party, to all right, title and interest any Secured Party may have in any such collateral or security, and to any right any Secured Party may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity or contribution rights at any time when all Obligations shall not have been indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelled, such amount shall be held in trust for the Administrative Agent, for the benefit of the Secured Parties, and shall forthwith be paid over to the Administrative Agent, for the benefit of Secured Parties, to be credited and applied against the Obligations, whether matured or unmatured, in accordance with the terms hereof16.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Obligations shall have been indefeasibly paid in full in Cash, the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee or the performance by such Guarantor of its obligations thereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise otherwise, and including (a) any right of subrogation, reimbursement or indemnity that such Guarantor now has or may hereafter have against the Borrower with respect to the Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party now has or may hereafter have against the Borrower, Borrower and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured Party. In addition, until the Obligations shall have been indefeasibly paid in full in Cash, the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor shall withhold forego exercise of any right of contribution such Guarantor may have against any other guarantor of the Obligations (including any other Guarantor) of the Obligations), including any such right of contribution under Section 7.2(b). Each Guarantor further agrees that, to the extent the waiver or agreement to withhold forego the exercise of its rights of subrogation, reimbursement, indemnity and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party may have against the Borrower or any other Credit Partyguarantor, to all right, title and interest any Secured Party may have in any such collateral or security, and to any right any Secured Party may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity or contribution rights at any time when all Obligations shall not have been indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelled, such amount shall be held in trust for the General Administrative Agent, for the benefit of the Secured Parties, and shall forthwith be paid over to the General Administrative Agent, for the benefit of Secured Parties, to be credited and applied against the Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until To the extent permitted by applicable Law, until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash(other than (i) contingent indemnification obligations as to which no claim has been asserted, (ii) Guaranteed Obligations under Secured Hedge Agreements and Secured Cash Management Agreements and (iii) the Outstanding Amount of L/C Obligations related to any Letter of Credit that has been Cash Collateralized, backstopped by a letter of credit reasonably satisfactory to the applicable L/C Issuer or deemed reissued under another agreement reasonably acceptable to the applicable L/C Issuer) and the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledterminated and the Lenders have no further commitment to lend under the Credit Agreement, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the any Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Agreement or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the any Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party now has or may hereafter have against the any Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured Party. In addition, until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash(other than (i) contingent indemnification obligations as to which no claim has been asserted, (ii) Guaranteed Obligations under Secured Hedge Agreements and Secured Cash Management Agreements and (iii) the Outstanding Amount of L/C Obligations related to any Letter of Credit that has been Cash Collateralized, backstopped by a letter of credit reasonably satisfactory to the applicable L/C Issuer or deemed reissued under another agreement reasonably acceptable to the applicable L/C Issuer) and the Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledterminated and the Lenders have no further commitment to lend under the Credit Agreement, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under as contemplated by Section 7.2(b)7.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the any Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party may have against the Borrower or any other Credit Partysuch Borrower, to all right, title and interest any Secured Party may have in any such collateral or security, and to any right any Secured Party may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations shall not have been indefeasibly finally paid in full in Cash(other than (i) contingent indemnification obligations as to which no claim has been asserted, all Commitments not having terminated (ii) Guaranteed Obligations under Secured Hedge Agreements and all Letters Secured Cash Management Agreements and (iii) the Outstanding Amount of L/C Obligations related to any Letter of Credit not having expired that has been Cash Collateralized, backstopped by a letter of credit reasonably satisfactory to the applicable L/C Issuer or been cancelleddeemed reissued under another agreement reasonably acceptable to the applicable L/C Issuer), such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Parties and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Parties to be credited and applied against the applicable Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, and the Revolving Credit Commitments shall have been terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower Borrowers or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower Borrowers with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party now has or may hereafter have against the BorrowerBorrowers, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured Party. In addition, until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, and the Revolving Credit Commitments shall have been terminated and all Letters of Credit shall have expired or been cancelled, each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under as contemplated by Section 7.2(b)8.02. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower Borrowers or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party may have against the Borrower or any other Credit PartyBorrowers, to all right, title and interest any Secured Party may have in any such collateral or security, and to any right any Secured Party may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations shall not have been indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for Administrative Agent on behalf of Secured Parties and, subject to any applicable intercreditor arrangements to which the Administrative AgentAgent is a party (if any), shall forthwith be paid over to Administrative Agent for the benefit of the Secured Parties, and shall forthwith be paid over to the Administrative Agent, for the benefit of Secured Parties, Parties to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, (other than contingent indemnification obligations for which no claim has been made) and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired without pending drawings or been cancelledcancelled or Cash Collateralized (or other credit support satisfactory to the applicable Issuing Bank has been provided), each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor guarantor (including the Guarantors) or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (ai) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower or any other guarantor (including the Guarantors) with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (bii) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the BorrowerBorrower or any other guarantor (including the Guarantors), and (ciii) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations shall have been indefeasibly paid in full (other than contingent indemnification obligations for which no claim has been made and the cancellation or expiration without pending drawings or Cash Collateralization of all Letters of Credit in Cash, the Agreed L/C Cash Collateral Amount on terms reasonably satisfactory to the applicable Issuing Bank (or other credit support satisfactory to the applicable Issuing Bank has been provided)) and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired without pending drawings or been cancelledcancelled or Cash Collateralized in the Agreed L/C Cash Collateral Amount on terms reasonably satisfactory to the applicable Issuing Bank (or other credit support satisfactory to the applicable Issuing Bank has been provided), each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under Section 7.2(b). Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantorguarantor (including the Guarantors), shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations (other than contingent indemnification obligations for which no claim has been made) shall not have been indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations (other than contingent or indemnification obligations for which no claim has been made) shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and the Delayed Draw Term Loan Commitments shall have terminated or expired and all Letters of Credit shall have expired or been cancelledcancelled (other than Letters of Credit that have been Cash Collateralized or supported by backstop letters of credit in accordance with Section 2.4(i)(ii) or as to which other arrangements satisfactory to the applicable Issuing Bank shall have been made ), each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations (other than contingent or indemnification obligations for which no claim has been made) shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and the Delayed Draw Term Loan Commitments shall have terminated or expired and all Letters of Credit shall have expired or been cancelledcancelled (other than Letters of Credit that have been Cash Collateralized or supported by backstop letters of credit in accordance with Section 2.4(i)(ii) or as to which other arrangements satisfactory to the applicable Issuing Bank shall have been made), each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under as contemplated by Section 7.2(b)7.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations shall not have been finally and indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations (other than contingent or indemnification obligations for which no claim has been made) shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcancelled (other than Letters of Credit as to which other arrangements satisfactory to Issuing Bank shall have been made (which arrangements may include Cash Collateral or backstop letters of credit satisfactory to Issuing Bank in an amount equal to the Minimum Collateral Amount)), each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations (other than contingent or indemnification obligations for which no claim has been made) shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcancelled (other than Letters of Credit as to which other arrangements satisfactory to Issuing Bank shall have been made (which arrangements may include Cash Collateral or backstop letters of credit satisfactory to Issuing Bank in an amount equal to the Minimum Collateral Amount)), each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under as contemplated by Section 7.2(b)7.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations shall not have been finally and indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until To the extent permitted by applicable law, until the Guaranteed Obligations (other than (x) obligations under Hedge Agreements not yet due and payable, and (y) contingent indemnification obligations not yet accrued and payable) shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcancelled (or back-up standby letters of credit or deposits of cash collateral in respect of all Letters of Credit shall have been furnished to the Issuing Lender), each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (a) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (b) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the Borrower, and (c) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations (other than (x) obligations under Hedge Agreements not yet due and payable, and (y) contingent indemnification obligations not yet accrued and payable) shall have been indefeasibly paid in full in Cash, and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired or been cancelledcancelled (or back-up standby letters of credit or deposits of cash collateral in respect of all Letters of Credit shall have been furnished to the Issuing Lender), each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under as contemplated by Section 7.2(b)7.2. Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantor, shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations (other than (x) obligations under Hedge Agreements not yet due and payable, and (y) contingent indemnification obligations not yet accrued and payable) shall not have been indefeasibly finally and paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.

Guarantors’ Rights of Subrogation, Contribution, Etc. Until the Guaranteed Obligations shall have been indefeasibly paid in full in Cash, (other than contingent indemnification obligations for which no claim has been made) and the Revolving Commitments shall have |US-DOCS\140731213.5|| terminated and all Letters of Credit shall have expired without pending drawings or been cancelledcancelled or Cash Collateralized (or other credit support satisfactory to the applicable Issuing Bank has been provided), each Guarantor hereby waives any claim, right or remedy, direct or indirect, that such Guarantor now has or may hereafter have against the Borrower or any other Guarantor guarantor (including the Guarantors) or any of its assets in connection with its Obligations Guarantee this Guaranty or the performance by such Guarantor of its obligations thereunderhereunder, in each case whether such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise and including (ai) any right of subrogation, reimbursement or indemnity indemnification that such Guarantor now has or may hereafter have against the Borrower or any other guarantor (including the Guarantors) with respect to the Guaranteed Obligations, including any such right of indemnity under Section 7.2(a), (bii) any right to enforce, or to participate in, any claim, right or remedy that any Secured Party Beneficiary now has or may hereafter have against the BorrowerBorrower or any other guarantor (including the Guarantors), and (ciii) any benefit of, and any right to participate in, any collateral or security now or hereafter held by or for the benefit of any Secured PartyBeneficiary. In addition, until the Guaranteed Obligations shall have been indefeasibly paid in full (other than contingent indemnification obligations for which no claim has been made and the cancellation or expiration without pending drawings or Cash Collateralization of all Letters of Credit in Cash, the Agreed L/C Cash Collateral Amount on terms reasonably satisfactory to the applicable Issuing Bank (or other credit support satisfactory to the applicable Issuing Bank has been provided)) and the Revolving Commitments shall have terminated and all Letters of Credit shall have expired without pending drawings or been cancelledcancelled or Cash Collateralized in the Agreed L/C Cash Collateral Amount on terms reasonably satisfactory to the applicable Issuing Bank (or other credit support satisfactory to the applicable Issuing Bank has been provided), each Guarantor shall withhold exercise of any right of contribution such Guarantor may have against any other guarantor (including any other Guarantor) of the Guaranteed Obligations, including any such right of contribution under Section 7.2(b). Each Guarantor further agrees that, to the extent the waiver or agreement to withhold the exercise of its rights of subrogation, reimbursement, indemnity indemnification and contribution as set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement or indemnity indemnification such Guarantor may have against the Borrower or against any collateral or security, and any rights of contribution such Guarantor may have against any such other guarantorguarantor (including the Guarantors), shall be junior and subordinate to any rights any Secured Party Beneficiary may have against the Borrower or any other Credit PartyBorrower, to all right, title and interest any Secured Party Beneficiary may have in any such collateral or security, and to any right any Secured Party Beneficiary may have against such other guarantor. If any amount shall be paid to any Guarantor on account of any such subrogation, reimbursement, indemnity indemnification or contribution rights at any time when all Guaranteed Obligations (other than contingent indemnification obligations for which no claim has been made) shall not have been indefeasibly paid in full in Cash, all Commitments not having terminated and all Letters of Credit not having expired or been cancelledfull, such amount shall be held in trust for the Administrative Agent, for the benefit Agent on behalf of the Secured Parties, Beneficiaries and shall forthwith be paid over to the Administrative Agent, Agent for the benefit of Secured Parties, Beneficiaries to be credited and applied against the Guaranteed Obligations, whether matured or unmatured, in accordance with the terms hereof.