No Subrogation, etc. Notwithstanding any payment or payments made by CBS Operations hereunder, or any setoff or application of funds of CBS Operations by the Administrative Agent or any Lender, CBS Operations shall not be entitled to be subrogated to any of the rights of the Administrative Agent or any Lender against CBS or against any collateral security or guarantee or right of offset held by the Administrative Agent or any Lender for the payment of the CBS Obligations, nor shall CBS Operations seek or be entitled to seek any contribution, reimbursement, exoneration or indemnity from or against CBS in respect of payments made by CBS Operations hereunder, until all amounts owing to the Administrative Agent and the Lenders by CBS on account of the CBS Obligations are paid in full and the Commitments are terminated. So long as the CBS Obligations remain outstanding, if any amount shall be paid by or on behalf of CBS or any other Person to CBS Operations on account of any of the rights waived in this Section 8.2, such amount shall be held by CBS Operations in trust, segregated from other funds of CBS Operations, and shall, forthwith upon receipt by CBS Operations, be turned over to the Administrative Agent in the exact form received by CBS Operations (duly indorsed by CBS Operations to the Administrative Agent, if required), to be applied against the CBS Obligations, whether matured or unmatured, in such order as the Administrative Agent may determine.
Appears in 5 contracts
Samples: Credit Agreement (CBS Corp), Credit Agreement (CBS Corp), Credit Agreement (CBS Corp)
No Subrogation, etc. Notwithstanding any payment or payments made by CBS Operations hereunder, or any setoff set-off or application of funds of CBS Operations by the Administrative Agent or any Lender, CBS Operations shall not be entitled to be subrogated to any of the rights of the Administrative Agent or any Lender against CBS any Borrower or against any collateral security or guarantee or right of offset held by the Administrative Agent or any Lender for the payment of the CBS Borrower Obligations, nor shall CBS Operations seek or be entitled to seek any contribution, reimbursement, exoneration or indemnity from or against CBS any Borrower in respect of payments made by CBS Operations hereunder, until all amounts owing to the Administrative Agent and the Lenders by CBS the Borrowers on account of the CBS Borrower Obligations are paid in full and the Commitments are terminated. So long as the CBS Borrower Obligations remain outstanding, if any amount shall be paid by or on behalf of CBS any Borrower or any other Person to CBS Operations on account of any of the rights waived in this Section 8.2, such amount shall be held by CBS Operations in trust, segregated from other funds of CBS OperationsCBS, and shall, forthwith upon receipt by CBS OperationsCBS, be turned over to the Administrative Agent in the exact form received by CBS Operations (duly indorsed by CBS Operations to the Administrative Agent, if required), to be applied against the CBS Borrower Obligations, whether matured or unmatured, in such order as the Administrative Agent may determine.
Appears in 1 contract