No Subrogation, Contribution, Reimbursement or Indemnity. Notwithstanding anything to the contrary in the Parent Guarantee and the Company Guarantee (together, the "Guarantees", each a "Guarantee"), the Parent and the Company (together, the "Guaranteeing Parties," each a "Guaranteeing Party") hereby irrevocably waives all rights which may have arisen in connection with its Guarantee to be subrogated to any of the rights (whether contractual, under the Bankruptcy Code, including Section 509 thereof, under common law or otherwise) of the Administrative Agent or any Bank against the Company or any other Borrowers (together, the "Guaranteed Parties", each a "Guaranteed Party") for the payment of the Obligations. Each Guaranteeing Party hereby further irrevocably waives all contractual, common law, statutory or other rights of reimbursement, contribution, exoneration or indemnity (or any similar right) from or against any Guaranteed Party or Parties or any other Person which may have arisen in connection with its Guarantee. So long as the Obligations remain outstanding, if any amount shall be paid by or on behalf of any Guaranteed Party to the Guaranteeing Party on account of any of the rights waived in this subsection, such amount shall be held by such Guaranteeing Party in trust, segregated from other funds of such Guaranteeing Party, and shall, forthwith upon receipt by such Guaranteeing Party, be turned over to the Administrative Agent in the exact form received by such Guaranteeing Party (duly endorsed by such Guaranteeing Party to the Administrative Agent, if required), to be applied against the Obligations of such Guaranteed Party or Parties, whether matured or unmatured, in such order as the Administrative Agent may determine. The provisions of this subsection as they apply to each of the Guaranteeing Parties shall survive the payment in full of the Obligations of its Guaranteed Party or Parties.
No Subrogation, Contribution, Reimbursement or Indemnity. Notwithstanding anything to the contrary in this Guarantee, the Guarantor hereby irrevocably waives all rights which may have arisen in connection with this Guarantee to be subrogated to any of the rights (whether contractual, under the Bankruptcy Code, including Section 509 thereof, under common law or otherwise) of the Administrative Agent or any Lender against the Company or against the Administrative Agent or any Lender for the payment of the Obligations. The Guarantor hereby further irrevocably waives all contractual, common law, statutory or other rights of reimbursement, contribution, exoneration or indemnity (or any similar right) from or against the Borrower, any Subsidiary Guarantor, or any other Person which may have arisen in connection with this Guarantee. So long as the Obligations remain outstanding, if any amount shall be paid by or on behalf of the Borrower, or any Subsidiary Guarantor, to the Guarantor on account of any of the rights waived in this paragraph, such amount shall be held by the Guarantor in trust, segregated from other funds of the Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by the Guarantor (duly indorsed by the Guarantor to the Administrative Agent, if required), to be applied against the obligations, whether matured or unmatured, in such order as the Administrative Agent may determine. The provisions of this paragraph shall survive the term of this Guarantee and the payment in full of the Obligations and the termination of the Revolving Credit Commitments.
No Subrogation, Contribution, Reimbursement or Indemnity. Notwithstanding anything to the contrary in this Section 11, CFC hereby irrevocably waives (a) all rights which may have arisen in connection with the guarantee contained in this Section 11 to be subrogated to any of the rights (whether contractual, under the Bankruptcy Code, including Section 509 thereof, under common law or otherwise) of either Agent or any Bank against CCCL or against either Agent or any Bank for the payment of the CCCL Obligations and (b) all contractual, common law, statutory and other rights of reimbursement, contribution, exoneration or indemnity (or any similar right) from or against CCCL or any other Person which may have arisen in connection with the guarantee of the CCCL Obligations contained in this Section 11, in each case until all CCCL Obligations have been paid in full. So long as the CCCL Obligations remain outstanding, if any amount shall be paid by or on behalf of CCCL or any other Person to CFC on account of any of the rights waived in this Section 11.2, such amount shall be held by CFC in trust, segregated from other funds of CFC, and shall, forthwith upon receipt by CFC, be turned over to the Administrative Agent in the exact form received by CFC (duly indorsed by CFC to the Administrative Agent, if required), to be applied against the CCCL Obligations, whether matured or unmatured, in such order as the Administrative Agent may determine. The provisions of this Section 11.2 shall survive the term of the guarantee contained in this Section 11 and the payment in full of the CCCL Obligations and the termination of the Commitments.
No Subrogation, Contribution, Reimbursement or Indemnity. Notwithstanding anything to the contrary in this Section 13, the Company hereby irrevocably waives all rights which may have arisen in connection with the guarantee contained in this Section 13 to be subrogated to any of the rights (whether contractual, under the United States Bankruptcy Code (or similar action under any successor law or under any comparable law), including Section 509 thereof, under common law or otherwise) of the Administrative Agents, any Lender or the Canadian Operating Facility Lender against the Canadian Borrower or against either Administrative Agent or any such lender for the payment of the Canadian Borrower Obligations or the Canadian Operating Facility Obligations, until all the Canadian Borrower Obligations and Canadian Operating Facility Obligations shall have been paid in full and each of the Canadian Term Loan Commitments and the Canadian Operating Facility shall have been terminated. The Company hereby further irrevocably waives all contractual, common law, statutory and other rights of reimbursement, contribution, exoneration or indemnity (or any similar right) from or against the Canadian Borrower or any other Person which may have arisen in connection with the guarantee contained in this Section 13, until the Canadian Borrower Obligations and the Canadian Operating Facility Obligations shall have been paid in full and the Canadian Term Loan Commitments and the Canadian Operating Facility shall have been terminated. So long as the Canadian Borrower Obligations or the Canadian Operating Facility Obligations remain outstanding, if any amount shall be paid by or on behalf of the Canadian Borrower to the Company on account of any of the rights waived in this Section 13.2, such amount shall be held by the Company in trust, segregated from other funds of the Company, and shall, forthwith upon receipt by the Company, be turned over to the Canadian Administrative Agent in the exact form received by the Company (duly indorsed by the Company to the Canadian Administrative Agent, if required), to be applied against the Canadian Borrower Obligations and the Canadian Operating Facility Obligations, whether matured or unmatured, in such order as the Canadian Administrative Agent may determine. The provisions of this Section 13.2 shall survive the term of the guarantee contained in this Section 13 and the payment in full of the Canadian Borrower Obligations and the Canadian Operating Facility Obligations and the termination of the Canadi...
No Subrogation, Contribution, Reimbursement or Indemnity. Notwithstanding anything to the contrary in this Section 10, IBM hereby irrevocably waives (a) all rights which may have arisen in connection with the guarantee contained in this Section 10 to be subrogated to any of the rights (whether contractual, under the Bankruptcy Code, including Section 509 thereof, under common law or otherwise) of the Administrative Agent or any Lender against any Subsidiary Borrower or against the Administrative Agent or any Lender for the payment of the Subsidiary Borrower Obligations of any Domestic Subsidiary Borrower and (b) all contractual, common law, statutory and other rights of reimbursement, contribution, exoneration or indemnity (or any similar right) from or against any Subsidiary Borrower or any other Person which may have arisen in connection with the guarantee of the Subsidiary Borrower Obligations of any Domestic Subsidiary Borrower contained in this Section 10. In addition, notwithstanding anything to the contrary in this Section 10, IBM hereby irrevocably waives (a) all rights which may have arisen in connection with the guarantee contained in this Section 10 to be subrogated to any of the rights (whether contractual, under the Bankruptcy Code, including Section 509 thereof, under common law or otherwise) of the Administrative Agent or any Lender against any Subsidiary Borrower or against the Administrative Agent or any Lender for the payment of the Subsidiary Borrower Obligations of any Foreign Subsidiary Borrower and (b) irrevocably waives all contractual, common law, statutory and other rights of reimbursement, contribution, exoneration or indemnity (or any similar right) from or against any Subsidiary Borrower or any other Person which may have arisen in connection with the guarantee of the Subsidiary Borrower Obligations of any Foreign Subsidiary Borrower contained in this Section 10, in each case until all Subsidiary Borrower Obligations of the Foreign Subsidiary Borrowers are paid in full. So long as the Subsidiary Borrower Obligations remain outstanding, if any amount shall be paid by or on behalf of any Subsidiary Borrower or any other Person to IBM on account of any of the rights waived in this Section 10.2, such amount shall be held by IBM in trust, segregated from other funds of IBM, and shall, forthwith upon receipt by IBM, be turned over to the Administrative Agent in the exact form received by IBM (duly indorsed by IBM to the Administrative Agent, if required), to be applied against the Subsidiary...
No Subrogation, Contribution, Reimbursement or Indemnity. Notwithstanding anything to the contrary in this Guaranty, the Parent hereby irrevocably waives all rights which may have arisen in connection with this Guaranty to be subrogated to any of the rights of the Agent or the Noteholders against any other party or against any collateral security or guaranty held by the Agent or the Noteholders for the payment of the Obligations hereunder as
No Subrogation, Contribution, Reimbursement or Indemnity. Notwithstanding anything to the contrary in this Section 9, Holdings shall not be entitled to be subrogated to any of the rights of the Administrative Agent or any Lender against the Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Administrative Agent or any Lender for the payment of the Obligations, nor shall Holdings seek or be entitled to seek any contribution or reimbursement from the Borrower or any other Guarantor in respect of payments made by Holdings hereunder, until all amounts owing to the Administrative Agent and the Lenders by the Borrower on account of the Obligations are paid in full, the Commitments are terminated and no Letter of Credit remains outstanding. If any amount shall be paid to Holdings on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, the Commitments shall not have been terminated or a Letter of Credit remains outstanding, such amount shall be held by Holdings in trust for the Administrative Agent and the Lenders, segregated from other funds of Holdings, and shall, forthwith upon receipt by Holdings, be turned over to the Administrative Agent in the exact form received by Holdings (duly indorsed by Holdings to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Administrative Agent may determine. The provisions of this paragraph shall survive the termination of the guarantee contained in this Section 9 and the payment in full of the Obligations, the termination of the Commitments and the cancellation, revocation or termination of all outstanding Letters of Credit.
No Subrogation, Contribution, Reimbursement or Indemnity. (a) Notwithstanding anything to the contrary contained in this Agreement, neither HCNA nor any Borrower shall be entitled to be subrogated to any of the rights of the Administrative Agent, the Collateral Agent or any Lender against any other Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Administrative Agent, the Collateral Agent or any Lender for the payment of the Obligations, nor shall HCNA or any Borrower seek or be entitled to seek any contribution or reimbursement from any other Borrower or any other guarantor (including, without limitation, HCNA) in respect of payments made by HCNA or such Borrower hereunder, until all amounts owing to the Administrative Agent, the Collateral Agent and the Lenders by each Borrower on account of the Obligations are paid in full and the Commitments are terminated.
No Subrogation, Contribution, Reimbursement or Indemnity. Notwithstanding anything to the contrary in this Guarantee, Xxxxxx American hereby irrevocably waives all rights which may have arisen in connection with this Guarantee to be subrogated to any of the rights (whether contractual, under Title 11 of the United States Code, including Section 509 thereof, under common law or otherwise) of the Purchaser against Great American or against any right of offset of the Purchaser with respect to Great American's obligations under Section 6.2(a)(vi) the Transfer Agreement. Xxxxxx American hereby further irrevocably waives all contractual, common law, statutory or other rights of reimbursement, contribution, exoneration or indemnity (or any similar right) from or against Great American or any other Person which may have arisen in connection with this Guarantee. The provisions of this paragraph shall survive the termination of the Transfer Agreement and the Guarantee; provided that the foregoing waiver shall be of no force and effect 370 days following the termination of the Transfer Agreement and the Guarantee but only if during such 370-day period Great American shall not have commenced or have commenced against it a bankruptcy proceeding under Title 11 of the United States Code.
No Subrogation, Contribution, Reimbursement or Indemnity. Notwithstanding anything to the contrary in this Guarantee, the Guarantor hereby irrevocably waives all rights which may have arisen in connection with this Guarantee to be subrogated to any of the rights (whether contractual, under the Bankruptcy Code, including Section 509 thereof, under common law or otherwise) of the Administrative Agent or any Lender against the Company or against the Administrative Agent or any Lender for the payment of the
