No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasers, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Purchasers, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Purchasers, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 147 contracts
Samples: Secured Subsidiary Guarantee (Digital Ally, Inc.), Subsidiary Guarantee (Elicio Therapeutics, Inc.), Securities Purchase Agreement (Inpixon)
No Subrogation. Notwithstanding any payment or payments made by any each Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasershereunder, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Trustee or any Holder against the Company Issuer or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Trustee or any Holder for the payment of the Guaranteed Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Issuer or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Trustee and the Holders by the Company Issuer on account of the Guaranteed Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Guaranteed Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersTrustee and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersTrustee, if required), to be applied against the Guaranteed Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 88 contracts
Samples: Indenture (Ryan Specialty Holdings, Inc.), Indenture (Surgery Partners, Inc.), Indenture (Avis Budget Group, Inc.)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasers, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Purchasers, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Purchasers, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 69 contracts
Samples: Securities Purchase Agreement (CenterStaging Corp.), Securities Purchase Agreement (China Expert Technology Inc), Securities Purchase Agreement (Center for Wound Healing, Inc.)
No Subrogation. Notwithstanding any payment or payments made by any each Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasershereunder, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Trustee or any Holder against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Trustee or any Holder for the payment of the Guaranteed Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Trustee and the Holders by the Company on account of the Guaranteed Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Guaranteed Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersTrustee and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersTrustee, if required), to be applied against the Guaranteed Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 50 contracts
Samples: Indenture (loanDepot, Inc.), Indenture (Cleveland-Cliffs Inc.), Indenture (Builders FirstSource, Inc.)
No Subrogation. Notwithstanding any payment or payments made by any each Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasershereunder, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Trustee or any Holder against the Company Issuers or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Trustee or any Holder for the payment of the Guaranteed Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Issuers or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Trustee and the Holders by the Company Issuers on account of the Guaranteed Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Guaranteed Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersTrustee and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersTrustee, if required), to be applied against the Guaranteed Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 36 contracts
Samples: Indenture (Ladder Capital Corp), Indenture (Avis Budget Group, Inc.), Indenture (Pactiv Evergreen Inc.)
No Subrogation. Notwithstanding any payment or payments made by any each Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasershereunder, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Trustee or any Holder against the Company Issuer or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Trustee or any Holder for the payment of the Guarantor Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Issuer or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Trustee and the Holders by the Company Issuer on account of the Guarantor Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Guarantor Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersTrustee and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersTrustee, if required), to be applied against the Guarantor Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 34 contracts
Samples: Indenture (CommScope Holding Company, Inc.), Indenture (Sylvamo Corp), Indenture (CommScope Holding Company, Inc.)
No Subrogation. Notwithstanding any payment or payments made by any each Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasershereunder, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Trustee or any Holder against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Trustee or any Holder for the payment of the Guarantor Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Trustee and the Holders by the Company on account of the Guarantor Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Guarantor Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersTrustee and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersTrustee, if required), to be applied against the Guarantor Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 31 contracts
Samples: Indenture (Amc Entertainment Holdings, Inc.), Indenture (F&G Annuities & Life, Inc.), Indenture (Amc Entertainment Holdings, Inc.)
No Subrogation. Notwithstanding any payment or payments made by any the Guarantor hereunder or any set-off or application of funds of any Guarantor by hereunder, the Purchasers, no Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers Trustee or any Holder against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Trustee or any Holder for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such the Guarantor hereunder, until all amounts owing to the Purchasers Trustee and the Holders, as well as the holders of any other Permitted Indebtedness, by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such the Guarantor in trust for the PurchasersTrustee and the Holders, segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such the Guarantor, be turned over to the Purchasers Trustee in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the PurchasersTrustee, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 28 contracts
Samples: Indenture (Bunge Global SA), Indenture (Bunge Finance Europe B.V.), Indenture (Bunge Finance Europe B.V.)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the PurchasersSecured Parties, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Secured Parties against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Secured Parties for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Secured Parties by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersSecured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersAgent, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Secured Parties may determine.
Appears in 10 contracts
Samples: Subsidiary Guarantee Agreement, Subsidiary Guarantee (Dthera Sciences), Subsidiary Guarantee (Black Cactus Global, Inc.)
No Subrogation. Notwithstanding any payment or payments made by any Guarantor the Guarantors hereunder or any set-off or application of funds of any Guarantor the Guarantors by the PurchasersBuyer or any of its Affiliates, no Guarantor the Guarantors shall not be entitled to be subrogated to any of the rights of the Purchasers Buyer against the Company Seller or any other Guarantor guarantor or any collateral security or guarantee or right of offset held by the Purchasers Buyer for the payment of the Obligations, nor shall any Guarantor the Guarantors seek or be entitled to seek any contribution or reimbursement from the Company Seller or any other Guarantor guarantor in respect of payments made by such Guarantor the Guarantors hereunder, until all amounts owing to the Purchasers Buyer by the Company Seller on account of the Obligations are indefeasibly paid in fullfull and the Master Repurchase Agreement is terminated. If any amount shall be paid to any Guarantor the Guarantors on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor the Guarantors in trust for the PurchasersBuyer, segregated from other funds of such each Guarantor, and shall, forthwith upon receipt by such Guarantorthe Guarantors, be turned over to the Purchasers Buyer in the exact form received by such Guarantor the Guarantors (duly indorsed by such the related Guarantor to the PurchasersBuyer, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Buyer may determine.
Appears in 10 contracts
Samples: Guaranty and Pledge Agreement (New Century Financial Corp), Guaranty and Pledge Agreement (New Century TRS Holdings Inc), Guaranty and Pledge Agreement (New Century Financial Corp)
No Subrogation. Notwithstanding any payment or payments made by any the Guarantor hereunder or any set-off or application of funds of any the Guarantor by the PurchasersLender (or any of its Affiliates), no the Guarantor shall be not be entitled to be subrogated to any of the rights of the Purchasers Lender (or any of its Affiliates) against the Company Borrowers or any other Guarantor guarantor or any collateral security Collateral or guarantee or right of offset held by the Purchasers Lender (or its Affiliates) for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrowers or any other Guarantor guarantor in respect of payments made by such the Guarantor hereunder, in each case until all amounts owing to the Purchasers by the Company Lender (or its Affiliates) on account of the Obligations are indefeasibly paid in fullfull and the Forbearance Agreement, the Credit Agreements and all other Loan Documents are terminated. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such the Guarantor in trust for the PurchasersLender (and its Affiliates), segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such the Guarantor, be turned over to the Purchasers Lender in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the PurchasersLender, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Lender may determine.
Appears in 8 contracts
Samples: Guaranty (Franklin Credit Management Corp/De/), Guaranty (Franklin Credit Management Corp/De/), Guaranty (Franklin Credit Management Corp/De/)
No Subrogation. Notwithstanding any payment or payments made by any each Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasershereunder, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Trustee or any Holder against the Company Issuers or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Trustee or any Holder for the payment of the Guarantor Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Issuers or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Trustee and the Holders by the Company Issuers on account of the Guarantor Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Guarantor Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersTrustee and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersTrustee, if required), to be applied against the Guarantor Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 8 contracts
Samples: Indenture (ZoomInfo Technologies Inc.), Indenture (Ortho Clinical Diagnostics Holdings PLC), Indenture (Axalta Coating Systems Ltd.)
No Subrogation. Notwithstanding any payment or payments made by any each Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasershereunder, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Trustee or any Holder against the Company Issuer or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Trustee or any Holder for the payment of the Guaranteed Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Issuer or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Trustee and the Holders by the Company Issuer on account of the Guaranteed Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Guaranteed Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersTrustee and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersTrustee, if required), to be applied against the Guaranteed Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 7 contracts
Samples: Indenture (CPG Newco LLC), Indenture (CPG Newco LLC), Indenture (CPG Newco LLC)
No Subrogation. Notwithstanding any payment or payments made by any each Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasershereunder, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Trustee, the Collateral Agent or any Holder against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Trustee, the Collateral Agent or any Holder for the payment of the Guaranteed Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Trustee, the Collateral Agent and the Holders by the Company on account of the Guaranteed Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Guaranteed Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersTrustee, the Collateral Agent and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersTrustee, if required), to be applied against the Guaranteed Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 7 contracts
Samples: Indenture (NanoString Technologies Inc), Indenture (NanoString Technologies Inc), Indenture (Accelerate Diagnostics, Inc)
No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasershereunder, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Trustee or any Holder against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Trustee or any Holder for the payment of the Guarantor Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Trustee and the Holders by the Company on account of the Guarantor Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Guarantor Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersTrustee and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersTrustee, if required), to be applied against the Guarantor Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 7 contracts
Samples: Indenture, Indenture (Allegiant Travel CO), Indenture (American Airlines, Inc.)
No Subrogation. Notwithstanding any payment or payments made by any the Parent Guarantor hereunder or any set-off or application of funds of any Guarantor by hereunder, the Purchasers, no Parent Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers any holder of a Note against the Company or any other Guarantor Issuer or any collateral security or guarantee Guarantee or right of offset held by the Purchasers any holder for the payment of the Obligations, nor shall any the Parent Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Issuer or any other Subsidiary Guarantor in respect of payments made by such the Parent Guarantor hereunder, until all amounts owing to the Purchasers holders of the Notes by the Company Issuer on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any the Parent Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such the Parent Guarantor in trust for the Purchasersholders of the Notes, segregated from other funds of such the Parent Guarantor, and shall, forthwith upon receipt by such the Parent Guarantor, be turned over to the Purchasers holders of the Notes in the exact form received by such the Parent Guarantor (duly indorsed by such the Parent Guarantor to the Purchasersholders of the Notes, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 7 contracts
Samples: Note and Guarantee Agreement (Sunstone Hotel Investors, Inc.), Note and Guaranty Agreement (Americold Realty Trust), Note and Guarantee Agreement (Sunstone Hotel Investors, Inc.)
No Subrogation. Notwithstanding any payment made by any Guarantor Debtor hereunder or any set-off or application of funds of any Guarantor Debtor by the PurchasersSecured Parties, no Guarantor Debtor shall be entitled to be subrogated to any of the rights of the Purchasers Secured Parties against the Company or any other Guarantor a Debtor or any collateral security or guarantee or right of offset held by the Purchasers Secured Parties for the payment of the ObligationsIndebtedness, nor shall any Guarantor Debtor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor another Debtor in respect of payments made by such Guarantor Debtor hereunder, until all amounts owing to the Purchasers Secured Parties by the Company on account of the Obligations Debtors under any Transaction Documents are indefeasibly paid in full. If any amount shall be paid to any Guarantor Debtor on account of such subrogation rights at any time when all of the Obligations any such amounts shall not have been paid in full, such amount shall be held by such Guarantor Debtor in trust for the PurchasersSecured Parties, segregated from other funds of such GuarantorDebtor, and shall, forthwith upon receipt by such GuarantorDebtor, be turned over to the Purchasers Secured Parties in the exact form received by such Guarantor Debtor (duly indorsed by such Guarantor Debtor to the PurchasersSecured Parties, if required), to be applied against the ObligationsIndebtedness of the Debtors under the Transaction Documents, whether matured or unmatured, in such order as the Purchasers Secured Parties may determine.
Appears in 7 contracts
Samples: Security Agreement (Isco International Inc), Security Agreement (Isco International Inc), Security Agreement (Isco International Inc)
No Subrogation. Notwithstanding any payment or payments made by any the Parent Guarantor hereunder or any set-off or application of funds of any Guarantor by hereunder, the Purchasers, no Parent Guarantor shall not be entitled to be subrogated to any of the rights of any holder of the Purchasers Notes against the Company or any other Guarantor or any collateral security or guarantee guaranty or right of offset held by the Purchasers any holder for the payment of the Obligations, nor shall any the Parent Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such the Parent Guarantor hereunder, until all amounts owing to the Purchasers holders of the Notes by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any the Parent Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such the Parent Guarantor in trust for the Purchasersholders of the Notes, segregated from other funds of such the Parent Guarantor, and shall, forthwith upon receipt by such the Parent Guarantor, be turned over to the Purchasers holders of the Notes in the exact form received by such the Parent Guarantor (duly indorsed by such the Parent Guarantor to the Purchasersholders of the Notes, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 7 contracts
Samples: Note Purchase and Guaranty Agreement (Hawaiian Electric Co Inc), Note Purchase and Guaranty Agreement (Hawaiian Electric Co Inc), Note Purchase and Guaranty Agreement (Hawaiian Electric Industries Inc)
No Subrogation. Notwithstanding any payment made by any Guarantor the Guarantors hereunder or any set-off or application of funds of any Guarantor the Guarantors by the PurchasersPurchaser, no Guarantor the Guarantors shall not be entitled to be subrogated to any of the rights of the Purchasers Purchaser against the Company Company, its Subsidiaries, or any other Guarantor Guarantors or any collateral security or guarantee or right of offset held by the Purchasers Purchaser for the payment of the Obligations, nor shall any Guarantor the Guarantors seek or be entitled to seek any contribution or reimbursement from the Company Company, its Subsidiaries, or any other Guarantor Guarantors in respect of payments made by such Guarantor Guarantors hereunder, until all amounts owing to the Purchasers Purchaser by the Company Company, its Subsidiaries on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor the Guarantors on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor the Guarantors in trust for the PurchasersPurchaser, segregated from other funds of such GuarantorGuarantors, and shall, forthwith upon receipt by such GuarantorGuarantors, be turned over to the Purchasers Purchaser in the exact form received by such Guarantor Guarantors (duly indorsed by such Guarantor Guarantors to the PurchasersPurchaser, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Purchaser may determine.
Appears in 6 contracts
Samples: Subsidiary Guarantee (NightFood Holdings, Inc.), Corporate Guarantee (White River Energy Corp.), Corporate Guarantee (White River Energy Corp.)
No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasershereunder, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Trustee or any Holder against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Trustee or any Holder for the payment of the Guarantor Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers by the Company on account of the Guarantor Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Guarantor Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersTrustee and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersTrustee, if required), to be applied against the Guarantor Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 6 contracts
Samples: Indenture (Everi Holdings Inc.), Indenture (Treasure Chest Casino LLC), Indenture (Boyd Gaming Corp)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasers, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers for the payment of the Company Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers by the Company on account of the Obligations are indefeasibly paid in fullTermination Date. If any amount shall be paid to any Guarantor on account of such subrogation subrogation, contribution or reimbursement rights at any time when all of the Company Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Purchasers, segregated from other funds of such Guarantor, and shall, forthwith immediately upon receipt by such Guarantor, be turned over to the Purchasers Purchasers, in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Purchasers, if required), to be applied against the Company Obligations, whether matured or unmatured, in such order as the Purchasers Majority Holders may determine.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Access Integrated Technologies Inc), Securities Purchase Agreement (Access Integrated Technologies Inc), Subsidiary Guaranty (Access Integrated Technologies Inc)
No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasershereunder, no such Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers Trustee or any Holder against the Company or any other Guarantor Issuer or any collateral security or guarantee Guarantee or right of offset held by the Purchasers Trustee or any Holder for the payment of the Obligations, Obligations nor shall any such Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor Issuer in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Trustee and the Holders by the Company Issuer on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any a Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersTrustee and the Holders, segregated from other funds of such Guarantor, Guarantor and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersTrustee, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 6 contracts
Samples: Indenture (Latchey LTD), Indenture (Latchey LTD), Indenture (CEDC Finance Corp LLC)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the PurchasersLender, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Lender against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Lender for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Lender by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersLender, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Lender in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Purchasers, Lender if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Lender may determine.
Appears in 6 contracts
Samples: Guaranty Agreement (Universal Property Development & Acquisition Corp), Guaranty Agreement (Universal Property Development & Acquisition Corp), Guaranty Agreement (Universal Property Development & Acquisition Corp)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the PurchasersPurchaser, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Purchaser against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Purchaser for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Purchaser by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersPurchaser, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Purchaser in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersPurchaser, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Purchaser may determine.
Appears in 5 contracts
Samples: Subsidiary Guarantee (Snap Interactive, Inc), Subsidiary Guarantee (Viral Genetics Inc /De/), Subsidiary Guarantee (NXT Nutritionals Holdings, Inc.)
No Subrogation. Notwithstanding any payment or payments made by any the Guarantor hereunder or any set-off or application of funds of any Guarantor by hereunder, the Purchasers, no Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers Trustee or any Holder against the Company or any other Subsidiary Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Trustee or any Holder for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Subsidiary Guarantor in respect of payments made by such the Guarantor hereunder, until all amounts owing to the Purchasers Trustee and the Holders by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such the Guarantor in trust for the PurchasersTrustee and the Holders, segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such the Guarantor, be turned over to the Purchasers Trustee in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the PurchasersTrustee, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 5 contracts
Samples: Indenture (Mq Associates Inc), Indenture (NBC Acquisition Corp), Indenture (NBC Acquisition Corp)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the PurchasersHolder, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Holder against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Holder for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Holder by the Company Borrower on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersHolder, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Holder in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersHolder, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Holder may determine.
Appears in 5 contracts
Samples: Subsidiary Guarantee (Smartsources Com Inc), Subsidiary Guaranty (Digital Recorders Inc), Subsidiary Guaranty (Digital Recorders Inc)
No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasershereunder, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Trustee or any Holder against the Company or any other Guarantor Issuer or any collateral security or guarantee or right of offset held by the Purchasers Trustee or any Holder for the payment of the Note Obligations, nor shall any Guarantor of the Guarantors seek or be entitled to seek any contribution or reimbursement from the Company Issuer or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Trustee and the Holders by the Company Issuer on account of the Note Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor of the Guarantors on account of such subrogation rights at any time when all of the Note Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersTrustee and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersTrustee, if required), to be applied against the Note Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 5 contracts
Samples: Indenture (Hess Midstream LP), Indenture (Hess Midstream LP), Indenture (Hess Midstream LP)
No Subrogation. Notwithstanding any payment or payments made by any Guarantor the Guarantors hereunder or any set-off or application of funds of any Guarantor the Guarantors by the PurchasersBuyer or any of its Affiliates, no Guarantor the Guarantors shall not be entitled to be subrogated to any of the rights of the Purchasers Buyer against the Company any Seller or any other Guarantor guarantor or any collateral security or guarantee or right of offset held by the Purchasers Buyer for the payment of the Obligations, nor shall any Guarantor the Guarantors seek or be entitled to seek any contribution or reimbursement from the Company any Seller or any other Guarantor guarantor in respect of payments made by such Guarantor the Guarantors hereunder, until all amounts owing to the Purchasers Buyer by the Company Sellers on account of the Obligations are indefeasibly paid in fullfull and the Master Repurchase Agreement is terminated. If any amount shall be paid to any Guarantor the Guarantors on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor the Guarantors in trust for the PurchasersBuyer, segregated from other funds of such each Guarantor, and shall, forthwith upon receipt by such Guarantorthe Guarantors, be turned over to the Purchasers Buyer in the exact form received by such Guarantor the Guarantors (duly indorsed by such Guarantor the Guarantors to the PurchasersBuyer, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Buyer may determine.
Appears in 5 contracts
Samples: Guaranty and Pledge Agreement (Novastar Financial Inc), Guaranty (Novastar Financial Inc), Guaranty (Novastar Financial Inc)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the PurchasersPurchaser, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Purchaser against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Purchaser for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Purchaser by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersPurchaser, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Purchaser in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersPurchaser, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Purchaser may determine.
Appears in 5 contracts
Samples: Subsidiary Guarantee (POSITIVEID Corp), Subsidiary Guarantee (POSITIVEID Corp), Subsidiary Guarantee (POSITIVEID Corp)
No Subrogation. Notwithstanding any payment made by any the Guarantor hereunder or any set-off or application of funds of any the Guarantor by the PurchasersPurchaser, no the Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers Purchaser against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Purchaser for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such the Guarantor hereunder, until all amounts owing to the Purchasers Purchaser by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such the Guarantor in trust for the PurchasersPurchaser, segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such the Guarantor, be turned over to the Purchasers Purchaser in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the PurchasersPurchaser, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Purchaser may determine.
Appears in 4 contracts
Samples: Parent Guarantee, Purchase Agreement (Polymet Mining Corp), Parent Guarantee (Polymet Mining Corp)
No Subrogation. Notwithstanding any payment or payments made by any the Guarantor hereunder or any set-off or application of funds of any the Guarantor by the PurchasersLender, no the Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers Lender against the Company Borrower or any other Guarantor guarantor or any collateral security or guarantee or right of offset held by the Purchasers Lender for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company any Borrower or any other Guarantor Person in respect of payments made by such the Guarantor hereunder, hereunder until all amounts owing to the Purchasers Lender by the Company Borrower on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been indefeasibly paid in full, such amount shall be held by such the Guarantor in trust for the PurchasersLender, segregated from other funds of such Guarantor, the Guarantor and shall, shall forthwith upon receipt by such the Guarantor, be turned over to the Purchasers Lender in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the PurchasersLender, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Lender may determineelect.
Appears in 4 contracts
Samples: Guarantee (XZERES Corp.), Guarantee (Cover All Technologies Inc), Guarantee (Charys Holding Co Inc)
No Subrogation. Notwithstanding any payment made by any the Guarantor hereunder or any set-off or application of funds of any the Guarantor by the PurchasersHolders, no the Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers Holders against the Company or any other Guarantor guarantor or any collateral security or guarantee guaranty or right of offset held by the Purchasers Holders for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor guarantor in respect of payments made by such the Guarantor hereunder, until all amounts owing to the Purchasers Holders by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid and performed in full, such amount shall be held by such Guarantor in trust for the Purchasersbenefit of the Holders, segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such the Guarantor, be turned over to the Purchasers Holders in the exact form received by such Guarantor (duly indorsed by such the Guarantor to the PurchasersHolders, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Holders may determine.
Appears in 4 contracts
Samples: Guaranty (Ants Software Inc), Subsidiary Guaranty (Nexmed Inc), Subsidiary Guaranty (Nexmed Inc)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasers, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers by the Company on account of the Obligations are indefeasibly paid in fullfull (or otherwise converted in accordance with the terms of the Notes). If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in fullfull (or otherwise converted in accordance with the terms of the Notes), such amount shall be held by such Guarantor in trust for the Purchasers, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Purchasers, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 4 contracts
Samples: Subsidiary Guarantee (Fathom Holdings Inc.), Subsidiary Guarantee (Fathom Holdings Inc.), Subsidiary Guarantee (Dyadic International Inc)
No Subrogation. Notwithstanding any payment made by any the Guarantor hereunder or any set-off or application of funds of any the Guarantor by the PurchasersPurchaser, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Purchaser against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Purchaser for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such the Guarantor hereunder, until all amounts owing to the Purchasers Purchaser by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall have not have been paid in full, such amount shall be held by such the Guarantor in trust for the PurchasersPurchaser, segregated from other funds of such the Guarantor, and shall, forthwith upon promptly following receipt by such the Guarantor, be turned over to the Purchasers Purchaser in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the PurchasersPurchaser, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Purchaser may determine.
Appears in 4 contracts
Samples: Subsidiary Guarantee (Adamis Pharmaceuticals Corp), Subsidiary Guarantee (Adamis Pharmaceuticals Corp), Subsidiary Guarantee (IdeaEdge, Inc)
No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder the Pledgors hereunder, or any set-off setoff or application of funds of any Guarantor the Pledgors by the PurchasersAdministrative Agent, no Guarantor or the receipt of any amounts by the Administrative Agent with respect to any of the Collateral, the Pledgors shall not be entitled to be subrogated to any of the rights of the Purchasers Administrative Agent against the Company any Borrower or any guarantor or against any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Administrative Agent for the payment of the Obligations, nor shall any Guarantor seek or be entitled to the Pledgors seek any contribution or reimbursement from the Company any Borrower or any other Guarantor guarantor in respect of payments made by such Guarantor hereunderthe Pledgors in connection with the Collateral, or amounts realized by the Administrative Agent in connection with the Collateral, until all amounts owing to the Purchasers by Administrative Agent and the Company Secured Parties on account of the Obligations are indefeasibly paid in fullfull and the Commitments terminated. If any amount shall be paid to any Guarantor the Pledgors on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor the Pledgors in trust for the PurchasersAdministrative Agent, segregated from other funds of such Guarantorthe Pledgors, and shall, forthwith upon receipt by such Guarantorthe Pledgors, be turned over to the Purchasers Administrative Agent in the exact form received by such Guarantor the Pledgors (duly indorsed by such Guarantor to the PurchasersAdministrative Agent, if required), ) to be applied against the Obligations, whether matured or unmatured, in such order as set forth in the Purchasers may determineCredit Agreement.
Appears in 4 contracts
Samples: Pledge Agreement (Blackbaud Inc), Pledge Agreement, Pledge Agreement (Blackbaud Inc)
No Subrogation. Notwithstanding any payment made by any the Guarantor hereunder or any set-off or application of funds of any the Guarantor by the PurchasersAgent or any Lender, no the Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers against the Company Agent or any other Guarantor Lender against any Borrower or any collateral security or guarantee or right of offset held by the Purchasers Agent or any Lender for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor Borrower in respect of payments made by such the Guarantor hereunder, until all amounts owing to the Purchasers Agent and the Lenders by the Company any Borrower on account of the Obligations are indefeasibly paid in fullfull and the Commitments are terminated. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in fullfull or the Commitments shall not have been terminated, such amount shall be held by such the Guarantor in trust for the Purchasers, segregated from other funds of such Guarantor, Agent and the Lenders and shall, forthwith upon receipt by such the Guarantor, be turned over to the Purchasers Agent in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the PurchasersAgent, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Agent may determine.
Appears in 3 contracts
Samples: Credit Agreement (V F Corp), Credit Agreement (V F Corp), Credit Agreement (V F Corp)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasers, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall have not have been paid in full, such amount shall be held by such Guarantor in trust for the Purchasers, segregated from other funds of such Guarantor, and shall, forthwith upon promptly following receipt by such Guarantor, be turned over to the Purchasers in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Purchasers, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 3 contracts
Samples: Subsidiary Guarantee (AtheroNova Inc.), Subsidiary Guarantee (AtheroNova Inc.), Subsidiary Guarantee (Blue Holdings, Inc.)
No Subrogation. Notwithstanding any payment or payments made by any a Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasershereunder, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Trustee or any holder of the Notes against the Company or any other Guarantor Issuer or any collateral security or guarantee or right of offset held by the Purchasers Trustee or any holder of the Notes for the payment of amounts owed by the Issuer and the Guarantors pursuant to this Indenture and the Notes (“Obligations, ”) nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor Issuer in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such the Guarantor in trust for the PurchasersTrustee and the holders of the Notes, segregated from other funds of such Guarantor, the Guarantor and shall, forthwith upon receipt by such the Guarantor, be turned over to the Purchasers Trustee in the exact form received by such the Guarantor (duly indorsed endorsed by such the Guarantor to the PurchasersTrustee, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 3 contracts
Samples: Indenture (Central European Media Enterprises LTD), Indenture (Central European Media Enterprises N.V.), Indenture (CME Media Enterprises B.V.)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasersany Secured Party, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers any Secured Party against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers any Secured Party for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Secured Parties by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersSecured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Secured Parties in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersSecured Parties, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Secured Parties may determine.
Appears in 3 contracts
Samples: Subsidiary Guarantee (LiveXLive Media, Inc.), Subsidiary Guarantee (LiveXLive Media, Inc.), Subsidiary Guarantee (JRjr33, Inc.)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasers, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers against the Company or any other Guarantor or any collateral security or guarantee guaranty or right of offset held by the Purchasers for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Purchasers, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Purchasers, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 3 contracts
Samples: Guaranty (Giga Tronics Inc), Guaranty (DPW Holdings, Inc.), Guaranty (Avalanche International, Corp.)
No Subrogation. Notwithstanding any payment or payments made by any the Guarantor hereunder or any set-off or application of funds of any the Guarantor by the PurchasersLender, no the Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers Lender against the Company Borrower or any other Guarantor guarantor or any collateral security or guarantee or right of offset held by the Purchasers Lender for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor Person in respect of payments made by such the Guarantor hereunder, hereunder until all amounts owing to the Purchasers Lender by the Company Borrower on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been indefeasibly paid in full, such amount shall be held by such the Guarantor in trust for the PurchasersLender, segregated from other funds of such Guarantor, the Guarantor and shall, shall forthwith upon receipt by such the Guarantor, be turned over to the Purchasers Lender in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the PurchasersLender, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Lender may determineelect.
Appears in 3 contracts
Samples: Loan and Security Agreement (Sentry Technology Corp), Guarantee (Conmat Technologies Inc), Guarantee of Validity of Collateral (Ventures National Inc)
No Subrogation. Notwithstanding any payment or payments made by any the Guarantor hereunder or any set-set off or application of funds of any the Guarantor by CDC, the Purchasers, no Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers CDC against the Company Seller or any other Guarantor guarantor or any collateral security or guarantee or right of offset held by the Purchasers CDC for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Seller or any other Guarantor guarantor in respect of any payments made by such the Guarantor hereunder, until all amounts owing to the Purchasers by the Company on account of the Obligations CDC are indefeasibly paid in fullfull and the Agreements are terminated. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such the Guarantor in trust for the Purchasers, CDC segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such the Guarantor, be turned over to the Purchasers CDC, in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the PurchasersCDC, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers CDC may determine.
Appears in 3 contracts
Samples: Guarantee (American Home Mortgage Investment Corp), Guarantee (American Home Mortgage Holdings Inc), Guarantee (American Home Mortgage Investment Corp)
No Subrogation. Notwithstanding any payment or payments made by any the Guarantor hereunder or any set-off or application of funds of any the Guarantor by the PurchasersHolder, no the Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers Holder against the Company ITSA or any other Guarantor guarantor or any collateral security or guarantee or right of offset held by the Purchasers ITSA for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company ITSA or any other Guarantor guarantor in respect of payments made by such the Guarantor hereunder, until all amounts owing to the Purchasers Holder by the Company ITSA on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such the Guarantor in trust for the PurchasersHolder, segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such the Guarantor, be turned over to the Purchasers Holder in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the PurchasersHolder, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Holder may determine.
Appears in 3 contracts
Samples: Subsidiary Guarantee (Tv Filme Inc), Subsidiary Guarantee (Tv Filme Inc), Subsidiary Guarantee (Tv Filme Inc)
No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the PurchasersGuarantors hereunder, no Guarantor shall be entitled to be subrogated exercise any rights of subrogation it may have to any of the rights of the Purchasers Trustee or any Holder against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Trustee or any Holder for the payment of the Guaranteed Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Trustee and the Holders by the Company on account of the Guaranteed Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersTrustee and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersTrustee, if required), to be applied against the Guaranteed Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 3 contracts
Samples: Amended First Supplemental Indenture (Key Energy Services Inc), First Supplemental Indenture (Key Energy Services Inc), Indenture (Key Energy Services Inc)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the PurchasersHolders, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Holders against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Holders for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Holders by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersHolders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Holders in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersHolders, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Holders may determine.
Appears in 3 contracts
Samples: Subsidiary Guarantee (Aduromed Industries, Inc.), Subsidiary Guarantee (Unity Wireless Corp), Subsidiary Guarantee (Access Integrated Technologies Inc)
No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder or any set-off or application the Guarantors hereunder, none of funds of any Guarantor by the Purchasers, no Guarantor Guarantors shall not be entitled to be subrogated to any of the rights of the Purchasers Trustee or any Holder against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Trustee or any Holder for the payment of the Obligations, nor shall any Guarantor of the Guarantors seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Trustee and the Holders, by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor of the Guarantors on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersTrustee and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersTrustee, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 3 contracts
Samples: First Supplemental Indenture (Acuity Brands Inc), Indenture (Acuity Brands Lighting, Inc.), Indenture (Acuity Brands Inc)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the PurchasersLender, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Lender against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Lender for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Lender by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersLender, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Lender in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersLender, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Lender may determine.
Appears in 3 contracts
Samples: Subsidiary and Affiliate Guarantee (Actiga Corp), Subsidiary Guarantee (Sonoma College Inc), Subsidiary Guarantee (Sonoma College Inc)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the PurchasersSubscribers, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Subscribers against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Subscribers for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Subscribers by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersSubscribers, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Subscribers in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersSubscribers, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Subscribers may determine.
Appears in 2 contracts
Samples: Subsidiary Guarantee (Oxford Media, Inc.), Subsidiary Guarantee (Oxford Media, Inc.)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the PurchasersHolders, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Holders against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Holders for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Holders by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersHolders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Holders in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersHolders, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Holders may determine.
Appears in 2 contracts
Samples: Subsidiary Guarantee (Accentia Biopharmaceuticals Inc), Subsidiary Guarantee (Accentia Biopharmaceuticals Inc)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the PurchasersLenders, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Lenders against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Lenders for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Lenders by the Company Borrower on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersLenders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Lenders in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersLenders, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Lenders may determine.
Appears in 2 contracts
Samples: Subsidiary Guarantee (Appliedtheory Corp), Subsidiary Guarantee (Anc Rental Corp)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasers, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers by the Company on account of the Obligations are indefeasibly paid in fullfull in cash (excluding inchoate reimbursement obligations for which no demand has been made). If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Purchasers, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Purchasers, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 2 contracts
Samples: Subsidiary Guarantee (Bionano Genomics, Inc.), Subsidiary Guarantee (Enzo Biochem Inc)
No Subrogation. Notwithstanding any payment made by any the Guarantor hereunder or any set-off or application of funds of any the Guarantor by the Purchasers, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such the Guarantor hereunder, until all amounts owing to the Purchasers by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall have not have been paid in full, such amount shall be held by such the Guarantor in trust for the Purchasers, segregated from other funds of such the Guarantor, and shall, forthwith upon promptly following receipt by such the Guarantor, be turned over to the Purchasers in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the Purchasers, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 2 contracts
Samples: Subsidiary Guarantee (Adamis Pharmaceuticals Corp), Subsidiary Guarantee (Axis Technologies Group Inc)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasersany Purchaser, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers any Purchaser against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Purchasers, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Purchasersany Purchaser, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Blue Ocean Acquisition Corp), Securities Purchase Agreement (TNL Mediagene)
No Subrogation. Notwithstanding any payment or payments made by any each Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasershereunder, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Trustee or any Holder against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Trustee or any Holder for the payment of the any Guarantor Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Trustee and the Holders by the Company on account of the any Guarantor Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Guarantor Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersTrustee and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersTrustee, if required), to be applied against the Guarantor Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 2 contracts
Samples: Indenture (National CineMedia, LLC), Indenture (National CineMedia, Inc.)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the PurchasersPurchaser, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Purchaser against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Purchaser for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Purchaser by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall have not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersPurchaser, segregated from other funds of such Guarantor, and shall, forthwith upon promptly following receipt by such Guarantor, be turned over to the Purchasers Purchaser in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersPurchaser, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Purchaser may determine.
Appears in 2 contracts
Samples: Subsidiary Guarantee (Casita Enterprises, Inc.), Subsidiary Guarantee (AtheroNova Inc.)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the PurchasersNote Holders, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Note Holders against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Note Holders for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, in each case, until all amounts owing to the Purchasers Note Holders by the Company on account of the Obligations are indefeasibly paid in fullfull (excluding inchoate reimbursement obligations for which no demand has been made). If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersNote Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Note Holders in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersNote Holders, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Required Holders may determine.
Appears in 2 contracts
Samples: Subsidiary Guarantee (Scilex Holding Co), Subsidiary Guarantee (Oramed Pharmaceuticals Inc.)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasersany Purchaser, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers any Purchaser against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers any Purchaser for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Purchasers, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Purchasers, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 2 contracts
Samples: Subsidiary Guarantee (ICP Solar Technologies Inc.), Subsidiary Guarantee (ICP Solar Technologies Inc.)
No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the PurchasersBuyer, no Repo Agent or any of their respective Affiliates, Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers Buyer or Repo Agent against the Company or any other Guarantor Seller A or any collateral security or guarantee or right of offset held by the Purchasers Buyer or Repo Agent for the payment of the ObligationsGuarantor’s Guaranty Obligations or Guaranty Expenses, nor shall any Guarantor seek or be entitled to seek any contribution contribution, indemnity or reimbursement from the Company or any other Guarantor either Seller in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers by the Company on account of the Obligations are indefeasibly paid in fullTermination Date. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid and satisfied in full, such amount shall be held by such Guarantor in trust for the PurchasersBuyer or Repo Agent, as applicable, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Buyer or Repo Agent, as applicable in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersBuyer or Repo Agent, if required), to be applied against the Obligations or Guaranty Obligations, as applicable, whether matured or unmatured, in such order as the Purchasers Buyer or Repo Agent may determine.
Appears in 2 contracts
Samples: Guaranty Agreement (Angel Oak Mortgage, Inc.), Guaranty Agreement (Angel Oak Mortgage, Inc.)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the PurchasersHolder, no Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers Holder against the Company Purchaser or Éclat or any other Guarantor guarantor or any collateral security or guarantee guaranty or right of offset held by the Purchasers Holder for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Purchaser or Éclat or any other Guarantor guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Holder by the Company Purchaser or Éclat on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Purchasersbenefit of the Holder, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Holder in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersHolder, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Holder may determine.
Appears in 2 contracts
Samples: Guaranty (Avadel Pharmaceuticals PLC), Guaranty (Flamel Technologies Sa)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the PurchasersHolders, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Holders against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Holders for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Holders by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Purchasersbenefit of the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Holders in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersHolders, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Holders may determine.
Appears in 2 contracts
Samples: Amendment Agreement (Charys Holding Co Inc), Guarantee (Charys Holding Co Inc)
No Subrogation. Notwithstanding Insofar as Guarantor and the Company are concerned, any payment made hereunder by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasers, no Guarantor shall be entitled deemed a contribution to be subrogated to any the capital of the rights Company, and Guarantor shall have no right of the Purchasers subrogation, contribution, reimbursement, indemnification exoneration and any other remedy which Guarantor may have against the Company or any other Person with respect to this Guaranty or the duties of Guarantor under the other Agreements or applicable law. Guarantor hereby irrevocably agrees, to the fullest extent permitted by law, that it will not exercise (and herein waives) any rights against any Company or any collateral security other Person which it may acquire by way of subrogation, contribution, reimbursement, indemnification or guarantee exoneration under or right with respect to this Guaranty, the other Agreements or applicable law, by any payment made hereunder or otherwise. If the foregoing waivers are adjudicated unenforceable by a court of offset held by the Purchasers for the payment competent jurisdiction, then Guarantor agrees that no liability or obligation of the ObligationsCompany that shall accrue by virtue of any right to subrogation, contribution, indemnity, reimbursement or exoneration shall be paid, nor shall any Guarantor seek such liability or transaction be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunderdeemed owed, until all amounts owing to the Purchasers by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Purchasers, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Purchasers, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 2 contracts
Samples: Gas Gathering and Processing Agreement (Markwest Energy Partners L P), Construction, Operation and Gas Gathering Agreement (Markwest Hydrocarbon Inc)
No Subrogation. Notwithstanding any payment or payments made by any Guarantor of the Guarantors hereunder or any set-off or application of funds of any Guarantor of the Guarantors by the PurchasersFund, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Fund against the Company Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Fund for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Fund by the Company Borrower on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersFund, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Fund in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersFund, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Fund may determine.
Appears in 2 contracts
Samples: Standby Credit Facility Agreement (Z Tel Technologies Inc), Guarantee Agreement (Z Tel Technologies Inc)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasers, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the benefit of the Purchasers, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Purchasers, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 2 contracts
Samples: Subsidiary Guarantee (Digital Angel Corp), Subsidiary Guarantee (Applied Digital Solutions Inc)
No Subrogation. Notwithstanding any payment or payments made by any the Guarantor hereunder or any set-set off or application of funds of any the Guarantor by CDC, the Purchasers, no Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers CDC against the Company Sellers or any other Guarantor guarantor or any collateral security or guarantee or right of offset held by the Purchasers CDC for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Sellers or any other Guarantor guarantor in respect of any payments made by such the Guarantor hereunder, until all amounts owing to the Purchasers by the Company on account of the Obligations CDC are indefeasibly paid in fullfull and the Agreements are terminated. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such the Guarantor in trust for the Purchasers, CDC segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such the Guarantor, be turned over to the Purchasers CDC, in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the PurchasersCDC, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers CDC may determine.
Appears in 2 contracts
Samples: Guarantee (New Century Financial Corp), Guarantee (New Century Financial Corp)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the PurchasersHolders, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Holders against the Company or any other Guarantor or any collateral security or guarantee guaranty or right of offset held by the Purchasers Holders for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Holders by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall have not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersHolders, segregated from other funds of such Guarantor, and shall, forthwith upon promptly following receipt by such Guarantor, be turned over to the Purchasers Holders in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersHolders, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Holders may determine.
Appears in 1 contract
No Subrogation. Notwithstanding any payment or payments made by any each Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasershereunder, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Trustee or any Holder against the Company Parent or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Trustee or any Holder for the payment of the Guaranteed Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Parent or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Trustee and the Holders by the Company Parent on account of the Guaranteed Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Guaranteed Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersTrustee and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersTrustee, if required), to be applied against the Guaranteed Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 1 contract
Samples: Indenture (RBC Bearings INC)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasersany Lender, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers any Lender against the Company Borrower, or any other Guarantor Loan Party or any collateral security or guarantee or right of offset held by the Purchasers any Lender for the payment of the Total Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor Loan Party in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Lenders by the Company Loan Parties on account of the Total Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Total Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersLenders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Lenders in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersGuarantor, if required), to be applied against the Total Obligations, whether matured or unmatured, in such order as the Purchasers Lenders may determine.
Appears in 1 contract
Samples: Affiliate Guarantee (Vrio Corp.)
No Subrogation. Notwithstanding any payment or payments made by any each Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasershereunder, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Trustee or any Holder against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Trustee or any Holder for the payment of the Guaranteed Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Trustee and the Holders by the Company on account of the Guaranteed Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation subroga- tion rights at any time when all of the Guaranteed Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersTrustee and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersTrustee, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers may determineGuaranteed Obli- gations.
Appears in 1 contract
Samples: Indenture (Townsquare Media, Inc.)
No Subrogation. Notwithstanding any payment made by any the Guarantor hereunder or any set-off or application of funds of any the Guarantor by the Purchasers, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such the Guarantor hereunder, until all amounts owing to the Purchasers by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall have not have been paid in full, such amount shall be held by such the Guarantor in trust for the Purchasers, segregated from other funds of such the Guarantor, and shall, forthwith upon promptly following receipt by such the Guarantor, be turned over to the Purchasers in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the Purchasers, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 1 contract
Samples: Subsidiary Guarantee (LOCAL Corp)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the PurchasersSecured Party, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Secured Party against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Secured Party for the payment of the Company Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers by the Company Secured Party on account of the Obligations are indefeasibly paid in fullFully Satisfied. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in fullFully Satisfied, such amount shall be held by such Guarantor in trust for the PurchasersSecured Party, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Secured Party in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersSecured Party, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Secured Party may determine.
Appears in 1 contract
Samples: Guarantee and Security Agreement (HC Innovations, Inc.)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasersany Secured Party, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers any Secured Party against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Secured Parties for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Secured Parties by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersSecured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Secured Parties in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersSecured Parties, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Secured Parties may determine.
Appears in 1 contract
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the PurchasersPurchaser, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Purchaser against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Purchaser for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Purchaser by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersPurchaser, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Purchaser in the exact form received by such Guarantor (duly indorsed endorsed by such Guarantor to the PurchasersPurchaser, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Purchaser may determine.
Appears in 1 contract
No Subrogation. Notwithstanding any payment or payments made by any the Guarantor hereunder or any set-off setoff or application of funds of any the Guarantor by the PurchasersBank, no the Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers Bank against the Company Borrower or any other Guarantor guarantor or any collateral security or guarantee guaranty or right of offset held by the Purchasers Bank for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor guarantor in respect of payments made by such the Guarantor hereunder, until all amounts owing to the Purchasers Bank by the Company Borrower on account of the Obligations are indefeasibly irrevocably paid in full. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been irrevocably paid in full, such amount shall be held by such the Guarantor in trust for the PurchasersBank, segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such the Guarantor, be turned over to the Purchasers Bank in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the PurchasersBank, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Bank may determine.
Appears in 1 contract
Samples: Credit Agreement (Norstan Inc)
No Subrogation. Notwithstanding any payment or payments made by any each Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasershereunder, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Trustee or any Holder against the Company or any other Guarantor or any collateral security or guarantee Guarantee or right of offset held by the Purchasers Trustee or any Holder for the payment of the Guarantor Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Trustee and the Holders by the Company on account of the Guarantor Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Guarantor Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersTrustee and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersTrustee, if required), to be applied against the Guarantor Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 1 contract
Samples: Indenture (Lannett Co Inc)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the PurchasersSecured Parties, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Secured Parties against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Secured Parties for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Secured Parties by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersSecured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Secured Parties in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersSecured Parties, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Secured Parties may determine.
Appears in 1 contract
Samples: Subsidiary Guarantee (Fearless International, Inc.)
No Subrogation. Notwithstanding any payment made or payments by any Guarantor hereunder of the Guarantors hereunder, or any set-off or application of funds of any Guarantor of the Guarantors by the PurchasersAgent or any Lender, no Guarantor or the receipt of any amounts by the Agent or any Lender with respect to any of the Guaranteed Obligations, none of the Guarantors shall be entitled to be subrogated to any of the rights of the Purchasers Agent or any Lender against the Company Borrower or any the other Guarantor Guarantors or against any collateral security or guarantee or right of offset held by the Purchasers Agent or any Lender for the payment of the Obligations, Guaranteed Obligations nor shall any Guarantor seek or be entitled to of the Guarantors seek any contribution or reimbursement from the Company Borrower or any of the other Guarantor Guarantors in respect of payments made by such Guarantor hereunderin connection with the Guaranteed Obligations, until all amounts owing to the Purchasers by Agent and the Company Lenders on account of the Guaranteed Obligations are indefeasibly paid in fullfull and the Commitments are terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Guaranteed Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersAgent, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Agent in the exact form received by such Guarantor (duly indorsed endorsed by such Guarantor to the PurchasersAgent, if required), ) to be applied against the Guaranteed Obligations, whether matured or unmatured, in such order as set forth in the Purchasers may determineCredit Agreement.
Appears in 1 contract
No Subrogation. Notwithstanding any payment made by any the Guarantor hereunder or any set-off or application of funds of any the Guarantor by the Purchasers, no Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such the Guarantor hereunder, until all amounts owing to the Purchasers by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such the Guarantor in trust for the Purchasers, segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such the Guarantor, be turned over to the Purchasers in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the Purchasers, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 1 contract
No Subrogation. Notwithstanding any payment or payments made by any the Guarantor hereunder or any set-set off or application of funds of any the Guarantor by IXIS, the Purchasers, no Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers IXIS against the Company Sellers or any other Guarantor guarantor or any collateral security or guarantee or right of offset held by the Purchasers IXIS for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Sellers or any other Guarantor guarantor in respect of any payments made by such the Guarantor hereunder, until all amounts owing to the Purchasers by the Company on account of the Obligations IXIS are indefeasibly paid in fullfull and the Agreements are terminated. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such the Guarantor in trust for the Purchasers, IXIS segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such the Guarantor, be turned over to the Purchasers IXIS, in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the PurchasersIXIS, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers IXIS may determine.
Appears in 1 contract
No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the PurchasersBuyer or any of its Affiliates, no Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers Buyer against the Company or any other Guarantor Seller or any collateral security or guarantee or right of offset held by the Purchasers Buyer for the payment of the Guaranty Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor Seller in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Buyer by the Company Seller on account of the Guaranty Obligations are indefeasibly paid and satisfied in fullfull and the Repurchase Agreement is terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Guaranty Obligations shall not have been paid and satisfied in full, such amount shall be held by such Guarantor in trust for the PurchasersBuyer, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Buyer in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersLEGAL02/40262221v6 Buyer, if required), to be applied against the Guaranty Obligations, whether matured or unmatured, in such order as the Purchasers Buyer may determine.
Appears in 1 contract
Samples: Guaranty (loanDepot, Inc.)
No Subrogation. Notwithstanding any payment made by any Guarantor --------------- hereunder or any set-off or application of funds of any Guarantor by the Purchasers, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Purchasers, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Purchasers, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 1 contract
No Subrogation. Notwithstanding any payment or payments made by any Guarantor Borrower hereunder or any set-off setoff or application of funds of any Guarantor Borrower by the PurchasersBank, no Guarantor such Borrower shall not be entitled to be subrogated to any of the rights of the Purchasers Bank against the Company any other Borrower or any other Guarantor guarantor or any collateral security or guarantee guaranty or right of offset held by the Purchasers Bank for the payment of the Obligations, nor shall any Guarantor such Borrower seek or be entitled to seek any contribution or reimbursement from the Company any other Borrower or any other Guarantor guarantor in respect of payments made by such Guarantor Borrower hereunder, until all amounts owing to the Purchasers Bank by the Company Borrowers on account of the Obligations are indefeasibly irrevocably paid in full. If any amount shall be paid to any Guarantor a Borrower on account of such subrogation rights at any time when all of the Obligations shall not have been irrevocably paid in full, such amount shall be held by such Guarantor in trust for the Purchasers, segregated from other funds of such Guarantorthat Borrower, and shall, forthwith upon receipt by such Guarantorthe Borrower, be turned over to the Purchasers Bank in the exact form received by such Guarantor the Borrower (duly indorsed endorsed by such Guarantor the Borrower to the PurchasersBank, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Bank may determine.
Appears in 1 contract
No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder or any set-off setoff or application of funds of any Guarantor by the PurchasersChase or any of its Affiliates, no Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers Chase against the Company Sellers, or either of them, or any other Guarantor guarantor or any collateral security or guarantee or right of offset held by the Purchasers Chase for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Sellers or any other Guarantor guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Chase by the Company Sellers on account of the Obligations are indefeasibly paid and satisfied in fullfull and the Repurchase Agreement is terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid and satisfied in full, such amount shall be held by such Guarantor in trust for the PurchasersChase, segregated from other funds of such Guarantor, and shalland, forthwith upon receipt by such Guarantor, shall be turned over to the Purchasers Chase in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersChase, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Chase may determine.
Appears in 1 contract
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the PurchasersVendor, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Vendor against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Vendor for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Vendor by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersVendor, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Vendor in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersVendor, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Vendor may determine.
Appears in 1 contract
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the PurchasersLenders, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Lenders against the Company Borrower or any other Guarantor or any collateral security or guarantee guaranty or right of offset held by the Purchasers Lenders for the payment of the Secured Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers by the Company on account of the Secured Obligations are indefeasibly paid Paid in fullFull. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Secured Obligations shall not have been paid Paid in fullFull, such amount shall be held by such Guarantor in trust for the PurchasersLenders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Lenders in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersLenders, if required), to be applied against the Secured Obligations, whether matured or unmatured, in such order as a manner consistent with the Purchasers may determineprovisions of the Facility Agreement.
Appears in 1 contract
No Subrogation. Notwithstanding any payment made by any a Guarantor hereunder or any set-off or application of funds of any a Guarantor by the PurchasersHolder, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Holder against the Company or any other Guarantor guarantor or any collateral security or guarantee guaranty or right of offset held by the Purchasers Holder for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor guarantor in respect of payments made by such a Guarantor hereunder, until all amounts owing to the Purchasers Holder by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any a Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid and performed in full, such amount shall be held by such Guarantor in trust for the Purchasersbenefit of the Holder, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Holder in the exact form received by such Guarantor (duly indorsed by such the Guarantor to the PurchasersHolder, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Holder may determine.
Appears in 1 contract
No Subrogation. Notwithstanding any payment made by any -------------- Guarantor hereunder or any set-off or application of funds of any Guarantor by the PurchasersInvestor, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Investor against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Investor for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Investor by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersInvestor, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Investor in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersInvestor, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Investor may determine.
Appears in 1 contract
No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the PurchasersGuarantors hereunder, no Guarantor shall be entitled to be subrogated exercise any rights of subrogation it may have to any of the rights of the Purchasers Trustee or any Holder against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Trustee or any Holder for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Trustee and the Holders by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersTrustee and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersTrustee, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 1 contract
Samples: Indenture (Halcon Resources Corp)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasers, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers by the Company on account of the Obligations are indefeasibly paid in fullfull (other than contingent indemnification obligations). If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the Purchasers, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Purchasers, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 1 contract
No Subrogation. Notwithstanding any payment made by any the Guarantor hereunder or any set-off or application of funds of any the Guarantor by the PurchasersHolder, no the Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers Holder against the Company or any other Guarantor Issuer or any collateral security or guarantee guaranty or right of offset held by the Purchasers Holder for the payment of the Secured Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor Issuer in respect of payments made by such the Guarantor hereunder, until all amounts owing to the Purchasers by the Company on account of the Secured Obligations are indefeasibly paid Paid in fullFull. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Secured Obligations shall not have been paid Paid in fullFull, such amount shall be held by such the Guarantor in trust for the PurchasersHolder, segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such the Guarantor, be turned over to the Purchasers Holder in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the PurchasersHolder, if required), to be applied against the Secured Obligations, whether matured or unmatured, in such order as the Purchasers Holder may determine.
Appears in 1 contract
Samples: Guaranty and Collateral Agreement (Investview, Inc.)
No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasersany Buyer Party or any of their respective Affiliates, no such Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers any Buyer Party against the Company or any other Guarantor Seller or any collateral security or guarantee or right of offset held by the Purchasers any Buyer Party for the payment of the Obligationssuch Guarantor’s Guaranty Obligations or Guaranty Expenses, nor shall any such Guarantor seek or be entitled to seek any contribution contribution, indemnity or reimbursement from the Company or any other Guarantor Seller in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers by the Company on account of the Obligations are indefeasibly paid in fullTermination Date. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid and satisfied in full, such amount shall be held by such Guarantor in trust for the PurchasersBuyer Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers applicable Buyer Parties in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Purchasersany such Buyer Parties, if required), to be applied against the Obligations or Guaranty Obligations, as applicable, whether matured or unmatured, in such order as the Purchasers Buyer Parties may determine.
Appears in 1 contract
No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasersany Buyer Party or any of their respective Affiliates, no such Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers any Buyer Party against the Company or any other Guarantor either Seller or any collateral security or guarantee or right of offset held by the Purchasers any Buyer Party for the payment of the Obligationssuch Guarantor’s Guaranty Obligations or Guaranty Expenses, nor shall any such Guarantor seek or be entitled to seek any contribution contribution, indemnity or reimbursement from the Company or any other Guarantor either Seller in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers by the Company on account of the Obligations are indefeasibly paid in fullTermination Date. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid and satisfied in full, such amount shall be held by such Guarantor in trust for the PurchasersBuyer Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers applicable Buyer Parties in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Purchasersany such Buyer Parties, if required), to be applied against the Obligations or Guaranty Obligations, as applicable, whether matured or unmatured, in such order as the Purchasers Buyer Parties may determine.
Appears in 1 contract
No Subrogation. Notwithstanding any payment made by any the Guarantor hereunder or any set-off or application of funds of any the Guarantor by the Purchasers, no the Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such the Guarantor hereunder, until all amounts owing to the Purchasers by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such the Guarantor in trust for the Purchasers, segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such the Guarantor, be turned over to the Purchasers in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the Purchasers, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 1 contract
No Subrogation. Notwithstanding any payment made by any the Guarantor hereunder or any set-off or application of funds of any the Guarantor by the PurchasersHolder, no the Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers Holder against the Company or any other Guarantor guarantor or any collateral security or guarantee guaranty or right of offset held by the Purchasers Holder for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor guarantor in respect of payments made by such the Guarantor hereunder, until all amounts owing to the Purchasers Holder by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid and performed in full, such amount shall be held by such Guarantor in trust for the Purchasersbenefit of the Holder, segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such the Guarantor, be turned over to the Purchasers Holder in the exact form received by such Guarantor (duly indorsed by such the Guarantor to the PurchasersHolder, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Holder may determine.
Appears in 1 contract
Samples: Guaranty (Ants Software Inc)
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the PurchasersBuyer, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Buyer against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Buyer for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Buyer by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersBuyer, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Buyer in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersBuyer, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Buyer may determine.
Appears in 1 contract
Samples: Subsidiary Guarantee (Zerify, Inc.)
No Subrogation. Notwithstanding any payment or payments made by any the Guarantor hereunder or any set-off or application of funds of any the Guarantor by the PurchasersBuyer, no the Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers Buyer against the Company Sellers or any other Guarantor guarantor or any collateral security or guarantee or right of offset held by the Purchasers Buyer for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Sellers or any other Guarantor guarantor in respect of payments made by such the Guarantor hereunder, until all amounts owing to the Purchasers Buyer by the Company Sellers on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such the Guarantor in trust for the PurchasersBuyer, segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such the Guarantor, be turned over to the Purchasers Buyer in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the PurchasersBuyer, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Buyer may determine.
Appears in 1 contract
Samples: Guarantee (Criimi Mae Inc)
No Subrogation. Notwithstanding any payment or payments made by any the Guarantor hereunder or any set-set off or application of funds of any the Guarantor by UBS, the Purchasers, no Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers UBS against the Company Seller or any other Guarantor guarantor or any collateral security or guarantee or right of offset held by the Purchasers UBS for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Seller or any other Guarantor guarantor in respect of any payments made by such the Guarantor hereunder, until all amounts owing to the Purchasers by the Company on account of the Obligations UBS are indefeasibly paid in fullfull and the Repurchase Documents are terminated. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such the Guarantor in trust for the Purchasers, UBS segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such the Guarantor, be turned over to the Purchasers UBS, in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the PurchasersUBS, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers UBS may determine.
Appears in 1 contract
Samples: Guarantee (Rait Investment Trust)
No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder or any set-off setoff or application of funds of any Guarantor by the PurchasersChase or any of its Affiliates, no Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers Chase against the Company Seller or any other Guarantor guarantor or any collateral security or guarantee or right of offset held by the Purchasers Chase for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Seller or any other Guarantor guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Chase by the Company Seller on account of the Obligations are indefeasibly paid and satisfied in fullfull and the Repurchase Agreement is terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid and satisfied in full, such amount shall be held by such Guarantor in trust for the PurchasersChase, segregated from other funds of such Guarantor, and shalland, forthwith upon receipt by such Guarantor, shall be turned over to the Purchasers Chase in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersChase, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Chase may determine.
Appears in 1 contract
No Subrogation. Notwithstanding any payment made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by the PurchasersInvestors, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Investors against the Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Purchasers Investors for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Investors by the Company on account of the Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersInvestors, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Investors in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersInvestors, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers Investors may determine.
Appears in 1 contract
Samples: Subsidiary Guarantee (Chile Mining Technologies Inc.)
No Subrogation. Notwithstanding any payment or payments made by any the Guarantor hereunder hereunder, or any set-off or application of funds of any the Guarantor by the PurchasersAgent or any Bank, no the Guarantor shall not be entitled to be subrogated to any of the rights of the Purchasers against the Company Agent or any other Guarantor Bank against any Obligor or against any collateral security or guarantee or right of offset held by the Purchasers Agent or any Bank for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor Obligor in respect of payments made by such the Guarantor hereunder, until all amounts owing to the Purchasers Agent and the Banks by the Company Obligors on account of the Obligations are indefeasibly paid in fullfull and the Commitments are terminated. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full, such amount shall be held by such the Guarantor in trust for the PurchasersAgent and the Banks, segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such the Guarantor, be turned over to the Purchasers Agent in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the PurchasersAgent, if required), to be applied against the Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 1 contract
No Subrogation. Notwithstanding any payment or payments made by any each Guarantor hereunder or any set-off or application of funds of any Guarantor by the Purchasershereunder, no Guarantor shall be entitled to be subrogated to any of the rights of the Purchasers Trustee or any Holder against the Company Issuer or any other Guarantor or any collateral security or guarantee Guarantee or right of offset held by the Purchasers Trustee or any Holder for the payment of the Guaranteed Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company Issuer or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Purchasers Trustee and the Holders by the Company Issuer on account of the Guaranteed Obligations are indefeasibly paid in full. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Guaranteed Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the PurchasersTrustee and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Purchasers Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the PurchasersTrustee, if required), to be applied against the Guaranteed Obligations, whether matured or unmatured, in such order as the Purchasers may determine.
Appears in 1 contract
Samples: Indenture (DPC Products, Inc.)
