Common use of No Subrogation Clause in Contracts

No Subrogation. Notwithstanding any payment or payments made by any of the Guarantors hereunder, no Guarantor shall be entitled to be subrogated to any of the rights (or if subrogated by operation of law, such Guarantor hereby waives such rights to the extent permitted by applicable law) of any Guaranteed Party against any Issuer or any other Guarantor or any collateral security or guarantee or right of offset held by any Guaranteed Party for the payment of any Guaranteed Obligation, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from any Issuer or any other Guarantor in respect of payments made by such Guarantor hereunder, until the Guarantee Termination Date. If any amount shall be paid to any Guarantor on account of such subrogation, contribution or reimbursement rights at any time prior to the Guarantee Termination Date, such amount shall be held by such Guarantor in trust for the applicable Guaranteed Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the applicable Guaranteed Parties in the exact form received by such Guarantor (duly indorsed by such Guarantor to the applicable Guaranteed Parties if required), to be applied against the applicable Guaranteed Obligation, whether due or to become due.

No Subrogation. Notwithstanding any payment or payments made by any of the Guarantors each Subsidiary Guarantor hereunder, no Subsidiary Guarantor shall be entitled to be subrogated to any of the rights (of the Trustee or if subrogated by operation of law, such Guarantor hereby waives such rights to any Holder against the extent permitted by applicable law) of any Guaranteed Party against any Issuer Company or any other Subsidiary Guarantor or any collateral security or guarantee or right of offset held by the Trustee or any Guaranteed Party Holder for the payment of any Guaranteed Obligationthe Obligations, nor shall any Subsidiary Guarantor seek or be entitled to seek any contribution or reimbursement from any Issuer the Company or any other Subsidiary Guarantor in respect of payments made by such Subsidiary Guarantor hereunder, until all amounts owing to the Guarantee Termination DateTrustee and the Holders by the Company on account of the Obligations are paid in full. If any amount shall be paid to any Subsidiary Guarantor on account of such subrogation, contribution or reimbursement subrogation rights at any time prior to when all of the Guarantee Termination DateObligations shall not have been paid in full, such amount shall be held by such Subsidiary Guarantor in trust for the applicable Guaranteed PartiesTrustee and the Holders, segregated from other funds of such Subsidiary Guarantor, and shall, forthwith upon receipt by such Subsidiary Guarantor, be turned over to the applicable Guaranteed Parties Trustee in the exact form received by such Subsidiary Guarantor (duly indorsed by such Subsidiary Guarantor to the applicable Guaranteed Parties Trustee, if required), to be applied against the applicable Guaranteed Obligation, whether due or to become dueObligations.

No Subrogation. Notwithstanding any payment or payments made by any of the Guarantors hereunder, no Guarantor shall be entitled to be subrogated to any of the rights (of the Trustee or if subrogated by operation of law, such Guarantor hereby waives such rights to any Holder against the extent permitted by applicable law) of any Guaranteed Party against any Issuer Company or any other Guarantor or any collateral security or guarantee Guarantee or right of offset held by the Trustee or any Guaranteed Party Holder for the payment of any Guaranteed Obligationthe Obligations under this Indenture, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from any Issuer the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Guarantee Termination DateTrustee and the Holders by the Company on account of the Obligations under this Indenture are paid in full. If any amount shall be paid to any Guarantor on account of such subrogation, contribution or reimbursement subrogation rights at any time prior to when all of the Guarantee Termination DateObligations under this Indenture shall not have been paid in full, such amount shall be held by such Guarantor in trust for the applicable Guaranteed PartiesTrustee and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the applicable Guaranteed Parties Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the applicable Guaranteed Parties Trustee, if required), to be applied against the applicable Guaranteed Obligation, whether due or to become dueObligations under this Indenture.

No Subrogation. Notwithstanding any payment or payments made by such Guarantor under the Guarantee or any set-off or application of the Guarantors hereunderfunds of such Guarantor by any Guaranteed Party, no such Guarantor shall not be entitled to be subrogated to any of the rights (or if subrogated by operation of law, such Guarantor hereby waives such rights to the extent permitted by applicable law) of any Guaranteed Party against any Issuer or any other Guarantor or any collateral security Beneficiary or guarantee or right of offset held by any Guaranteed Party for of the payment of any the Guaranteed ObligationObligations, nor shall any such Guarantor seek or to be entitled to seek any contribution or reimbursement from any Issuer or any other Guarantor Beneficiary in respect of payments made by such Guarantor hereunderunder the Guarantee, until all amounts owing to the Guarantee Termination DateGuaranteed Parties by any Beneficiary on account of the Guaranteed Obligations are paid in full. If any amount shall be paid to any such Guarantor on account of such subrogation, contribution or reimbursement subrogation rights at any time prior to when all of the Guarantee Termination DateGuaranteed Obligations have not been paid in full, such amount shall be held by such Guarantor in trust for the applicable Guaranteed Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the applicable Guaranteed Parties Administrative Agent in the exact form received by such Guarantor (duly indorsed endorsed by such Guarantor to the applicable Guaranteed Parties Administrative Agent, if required), to be applied against the applicable Guaranteed ObligationObligations, whether due matured or to become dueunmatured, in such order as the Administrative Agent may determine.

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 Guarantors hereunderTrustee or any other Secured Party, no Guarantor shall be entitled to be subrogated to any of the rights (of the Trustee or if subrogated by operation of law, such Guarantor hereby waives such rights to the extent permitted by applicable law) of any Guaranteed other Secured Party against any the Issuer or any other Guarantor or any collateral security or guarantee or right of offset held by the Trustee or any Guaranteed other Secured Party for the payment of any Guaranteed Obligationthe Issuer Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from any the Issuer or any other Guarantor in respect of payments made by such Guarantor hereunder, until the Guarantee Termination Date. If any amount shall be paid to any Guarantor on account of such subrogation, contribution or reimbursement rights at any time prior to when all of the Guarantee Termination DateIssuer Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the applicable Guaranteed Trustee and the other Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the applicable Guaranteed Parties Trustee in the exact form received by such Guarantor (duly indorsed endorsed by such Guarantor to the applicable Guaranteed Parties Trustee, if required), to be applied against the applicable Guaranteed ObligationIssuer Obligations, whether due matured or to become dueunmatured, in such order as the Trustee may determine in accordance with the Indenture.

No Subrogation. Notwithstanding any payment or payments made by any of the Guarantors each Guarantor hereunder, no Guarantor shall be entitled to be subrogated to any of the rights (of the Trustee or if subrogated by operation of law, such Guarantor hereby waives such rights to any Holder against the extent permitted by applicable law) of any Guaranteed Party against any Issuer or any other Guarantor or any collateral security or guarantee or right of offset held by the Trustee or any Guaranteed Party Holder for the payment of any Guaranteed Obligationthe Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from any the Issuer or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Guarantee Termination DateTrustee and the Holders by the Issuer on account of the Obligations are paid in full. If any amount shall be paid to any Guarantor on account of such subrogation, contribution or reimbursement subrogation rights at any time prior to when all of the Guarantee Termination DateObligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the applicable Guaranteed PartiesTrustee and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the applicable Guaranteed Parties Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the applicable Guaranteed Parties Trustee, if required), to be applied against the applicable Guaranteed Obligation, whether due or to become dueObligations.

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 Guarantors hereunderTrustee or any other Secured Party, no Guarantor shall be entitled to be subrogated to any of the rights (of the Trustee or if subrogated by operation of law, such Guarantor hereby waives such rights to the extent permitted by applicable law) of any Guaranteed other Secured Party against any the Master Issuer or any other Guarantor or any collateral security or guarantee or right of offset held by the Trustee or any Guaranteed other Secured Party for the payment of any Guaranteed Obligationthe Master Issuer Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from any the Master Issuer or any other Guarantor in respect of payments made by such Guarantor hereunder, until the Guarantee Termination Date. If any amount shall be paid to any Guarantor on account of such subrogation, contribution or reimbursement rights at any time prior to when all of the Guarantee Termination DateMaster Issuer Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the applicable Guaranteed Trustee and the other Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the applicable Guaranteed Parties Trustee in the exact form received by such Guarantor (duly indorsed endorsed by such Guarantor to the applicable Guaranteed Parties Trustee, if required), to be applied against the applicable Guaranteed ObligationMaster Issuer Obligations, whether due matured or to become dueunmatured, in such order as the Trustee may determine in accordance with the Indenture.

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 Guarantors hereunderTrustee or any other Secured Party, no Guarantor shall be entitled to be subrogated to any of the rights (of the Trustee or if subrogated by operation of law, such Guarantor hereby waives such rights to the extent permitted by applicable law) of any Guaranteed other Secured Party against any Issuer the Co-Issuers or any other Guarantor or any collateral security or guarantee or right of offset held by the Trustee or any Guaranteed other Secured Party for the payment of any Guaranteed Obligationthe Co-Issuer Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from any Issuer the Co-Issuers or any other Guarantor in respect of payments made by such Guarantor hereunder, until the Guarantee Termination Date. If any amount shall be paid to any Guarantor on account of such subrogation, contribution or reimbursement rights at any time prior to when all of the Guarantee Termination DateCo-Issuer Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the applicable Guaranteed Trustee and the other Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the applicable Guaranteed Parties Trustee in the exact form received by such Guarantor (duly indorsed endorsed by such Guarantor to the applicable Guaranteed Parties Trustee, if required), to be applied against the applicable Guaranteed ObligationCo-Issuer Obligations, whether due matured or to become dueunmatured, in such order as the Trustee may determine in accordance with the Indenture.

No Subrogation. Notwithstanding any payment or payments made by any Entity Guarantor hereunder or any set-off or application of the Guarantors hereunderfunds of any Entity Guarantor by any Secured Party, no Entity Guarantor shall be entitled to be subrogated to any of the rights (or if subrogated by operation of law, such Guarantor hereby waives such rights to the extent permitted by applicable law) of any Guaranteed Secured Party against any Issuer Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by any Guaranteed Secured Party for the payment of any Guaranteed Obligationthe Obligations, nor shall any Entity Guarantor seek or be entitled to seek any contribution or reimbursement from any Issuer Borrower or any other Guarantor in respect of payments made by such Entity Guarantor hereunderunder this guarantee, in each case, until after the Guarantee Termination DateDate occurs. If any amount shall be paid to any Entity Guarantor on account of such subrogation, contribution or reimbursement subrogation rights at any time on or prior to the Guarantee Termination Date, such amount shall be held by such Entity Guarantor in trust for the applicable Guaranteed benefit of Secured Parties, segregated from other funds of such Entity Guarantor, and shall, forthwith upon receipt by such Entity Guarantor, be turned over to the applicable Guaranteed Parties Collateral Agent in the exact form received by such Entity Guarantor (duly indorsed by such Entity Guarantor to the applicable Guaranteed Parties Collateral Agent, if required), to be applied against the applicable Guaranteed ObligationObligations, whether due matured or to become dueunmatured, as the Collateral Agent may determine in accordance with Section 4.02(d) of this Agreement.

No Subrogation. Notwithstanding any payment or payments made by any of the Guarantors each Guarantor hereunder, no Guarantor shall be entitled to be subrogated to any of the rights (of the Trustee or if subrogated by operation of law, such Guarantor hereby waives such rights to any Holder against the extent permitted by applicable law) of any Guaranteed Party against any Issuer Company or any other Guarantor or any collateral security or guarantee or right of offset held by the Trustee or any Guaranteed Party Holder for the payment of any the Guaranteed ObligationObligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from any Issuer the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Guarantee Termination DateTrustee and the Holders by the Company on account of the Guaranteed Obligations are paid in full. If any amount shall be paid to any Guarantor on account of such subrogation, contribution or reimbursement subrogation rights at any time prior to when all of the Guarantee Termination DateGuaranteed Obligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the applicable Guaranteed PartiesTrustee and the Holders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the applicable Guaranteed Parties Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the applicable Guaranteed Parties Trustee, if required), to be applied against the applicable Guaranteed Obligation, whether due or to become dueObligations.

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 Guarantors hereunderSecurity Trustee or any other Secured Party, no Guarantor shall be entitled to be subrogated to any of the rights (of the Security Trustee or if subrogated by operation of law, such Guarantor hereby waives such rights to the extent permitted by applicable law) of any Guaranteed other Secured Party against any Issuer the Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Security Trustee or any Guaranteed other Secured Party for the payment of any Guaranteed Obligationthe Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from any Issuer the Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until the Guarantee Termination Date. If any amount shall be paid to any Guarantor on account of such subrogation, contribution or reimbursement subrogation rights at any time prior to the Guarantee Termination Date, such amount shall be held by such Guarantor in trust for the applicable Guaranteed Security Trustee for the ratable benefit of the Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the applicable Guaranteed Parties Security Trustee in the exact form received by such Guarantor (duly indorsed by such Guarantor to the applicable Guaranteed Parties Security Trustee, if required), to be applied against the applicable Guaranteed ObligationObligations, whether due matured or to become dueunmatured, in accordance with the Credit Agreement.

No Subrogation. Notwithstanding any payment or payments made by any of the Guarantors hereunderhereunder or any set-off or appropriation and application of funds of any of the Guarantors by the Collateral Agent or any other Secured Party, no Guarantor shall be entitled to be subrogated to any of the rights (of the Collateral Agent or if subrogated by operation of law, such Guarantor hereby waives such rights to the extent permitted by applicable law) of any Guaranteed other Secured Party against any Issuer the Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Collateral Agent or any Guaranteed other Secured Party for the payment of any Guaranteed Obligationthe Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from any Issuer the Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until the Guarantee Termination Date. If any amount shall be paid to any Guarantor on account of such subrogation, contribution or reimbursement subrogation rights at any time prior to the Guarantee Termination Date, such amount shall be held by such Guarantor in trust for the applicable Guaranteed Collateral Agent and the other Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the applicable Guaranteed Parties Collateral Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the applicable Guaranteed Parties Collateral Agent, if required), to be applied against the applicable Guaranteed ObligationObligations, whether due or to become due, in such order as the Collateral Agent may determine, subject to the terms and conditions of the Intercreditor Agreement.

No Subrogation. Notwithstanding any payment or payments made by the Guarantor hereunder or any set-off or application of funds of the Guarantors hereunderGuarantor by the Collateral Agent or any Secured Party, no the Guarantor shall not be entitled to be subrogated to any of the rights (of the Collateral Agent or if subrogated by operation of law, such Guarantor hereby waives such rights to the extent permitted by applicable law) of any Guaranteed Secured Party against any Issuer or any other Subsidiary Guarantor or any collateral security or guarantee or right of offset held by the Collateral Agent or any Guaranteed Secured Party for the payment of any Guaranteed ObligationObligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from any Issuer or any other Subsidiary Guarantor in respect of payments made by such the Guarantor hereunder, until the Guarantee Termination Release Date. If any amount shall be paid to any the Guarantor on account of such subrogation, contribution or reimbursement subrogation rights at any time prior to the Guarantee Termination Release Date, such amount shall be held by such the Guarantor in trust for the applicable Guaranteed Collateral Agent and the Secured Parties, segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such the Guarantor, be turned over to the applicable Guaranteed Parties Collateral Agent in the exact form received by such the Guarantor (duly indorsed by such the Guarantor to the applicable Guaranteed Parties Collateral Agent, if required), to be applied against the applicable Guaranteed ObligationObligations, whether due matured or to become dueunmatured, in accordance with the terms and provisions of the Credit Agreement and the Security Agreement.

No Subrogation. Notwithstanding any payment or payments made by any of the Guarantors hereunder, no Guarantor shall not be entitled to be subrogated to any of the rights (or if subrogated by operation of law, such Guarantor hereby waives such rights to the extent permitted by applicable law) of any Guaranteed Party against any Issuer or any other Guarantor or any collateral security or guarantee or right of offset held by any Guaranteed Party for the payment of any Guaranteed Obligation, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from any Issuer or any other Guarantor Charterer in respect of payments made any amounts paid by Guarantor pursuant to any provision of this Guarantee or any obligations guaranteed hereby until all Guaranteed Obligations have been paid or performed or discharged in full, but upon such payment or performance or discharge in full (and so long as this Guarantee has not been reinstated pursuant to Section 1.4 hereof), Guarantor hereundershall be subrogated in full to all rights of all Guaranteed Parties in respect thereof. Each Guaranteed Party hereby agrees at the expense of Guarantor to execute such documents and do such other and further things as may be reasonably requested by Guarantor to effect and evidence such subrogation. Unless and until all Guaranteed Obligations have been paid or performed or discharged in full, until the Guarantee Termination DateGuarantor shall not assign or otherwise transfer any such claim against Charterer. If any amount shall be paid to any Guarantor on account of such subrogation, contribution or reimbursement the foregoing subrogation rights at any time prior to when all of the Guarantee Termination DateGuaranteed Obligations shall not have been paid, performed or discharged in full, such amount shall be held by such Guarantor in trust for the applicable benefit of the Guaranteed PartiesParty or Guaranteed Parties entitled to receive the same (according to their respective interests) under, and in strict accordance with, the Guaranteed Agreements, shall be segregated from the other funds of such Guarantor, Guarantor and shall, shall forthwith upon receipt be paid over by such Guarantor, be turned over to the applicable Guaranteed Parties in the exact form received by such Guarantor (duly indorsed by such Guarantor to the applicable such Guaranteed Parties if required), to be applied against the applicable Party or Guaranteed Obligation, whether due or to become dueParties.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder or any set-off or application of the Guarantors hereunderfunds of any Guarantor by Agent or any Lender, no Guarantor shall be entitled to be subrogated to any of the rights (or if subrogated by operation of law, such Guarantor hereby waives such rights to the extent permitted by applicable law) of any Guaranteed Party against any Issuer Agent or any other Guarantor Lender against a Loan Party or any collateral security or guarantee or right of offset held by any Guaranteed Party Agent or such Lender for the payment of any Guaranteed Obligationthe Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from any Issuer or any other Guarantor a Loan Party in respect of payments made by such Guarantor hereunder, in each case, until the Guarantee Termination Date. If any amount shall be paid to any Guarantor on account of such subrogation, contribution or reimbursement subrogation rights at any time prior to the Guarantee Termination Date, such amount shall be held by such Guarantor in trust for the applicable Guaranteed PartiesAgent or Lender, as applicable, shall be segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the applicable Guaranteed Parties Agent or such Lender, as applicable, in the exact form received by such Guarantor (duly indorsed by such Guarantor to the applicable Guaranteed Parties Agent or such Lender, as applicable, if required), to be applied against to the applicable Guaranteed ObligationObligations, whether due irrespective of the occurrence or to become duethe continuance of any Event of Default.

No Subrogation. Notwithstanding any payment or payments made by any of the Guarantors hereunderhereunder or any set-off or appropriation and application of funds of any of the Guarantors by the Collateral Agent or any other Secured Party, no Guarantor shall be entitled to be subrogated to any of the rights (of the Collateral Agent or if subrogated by operation of law, such Guarantor hereby waives such rights to the extent permitted by applicable law) of any Guaranteed other Secured Party against any Issuer the Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Collateral Agent or any Guaranteed other Secured Party for the payment of any the Guaranteed ObligationObligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from any Issuer the Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until the Guarantee Termination Release Date. If any amount shall be paid to any Guarantor on account of such subrogation, contribution or reimbursement subrogation rights at any time prior to the Guarantee Termination Release Date, such amount shall be held by such Guarantor in trust for the applicable Guaranteed Collateral Agent and the other Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the applicable Guaranteed Parties Collateral Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the applicable Guaranteed Parties Collateral Agent, if required), to be applied against the applicable Guaranteed ObligationObligations, whether due or to become due, in accordance with Section 5.04 of the Security Agreement.

No Subrogation. Notwithstanding any payment or payments made by any of the Guarantors hereunderhereunder or any set-off or appropriation or application of funds of any of the Guarantors by any 2017 Secured Party, no Guarantor shall be entitled to be subrogated to any of the rights (of the Administrative Agent or if subrogated by operation of law, such Guarantor hereby waives such rights to the extent permitted by applicable law) of any Guaranteed other 2017 Secured Party against any Issuer the Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by any Guaranteed 2017 Secured Party for the payment of any Guaranteed Obligationthe Obligations until the Termination Date, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from any Issuer the Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, hereunder until the Guarantee Termination Date. If any amount shall be paid to any Guarantor on account of such subrogation, contribution or reimbursement subrogation rights at any time prior to the Guarantee Termination Date, such amount shall be held by such Guarantor in trust for the applicable Guaranteed Administrative Agent and the other 2017 Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the applicable Guaranteed Parties Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the applicable Guaranteed Parties Administrative Agent, if required), to be applied against the applicable Guaranteed ObligationObligations, whether due matured or to become dueunmatured, in such order as the Administrative Agent may determine.

No Subrogation. Notwithstanding any payment or payments made by any of the Guarantors hereunder, no Guarantor shall be entitled to be subrogated to any of the rights (or if subrogated by operation of law, such Guarantor hereby waives such rights to the extent permitted by applicable law) of any Guaranteed Party against any Issuer or any other Guarantor or any collateral security or guarantee or right of offset held by any Guaranteed Party for the payment of any Guaranteed Obligation, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from any Issuer or any other Guarantor in respect of payments made by such Guarantor hereunder, until the Guarantee Termination Date. If any amount shall be paid to any Guarantor on account of such subrogation, contribution or reimbursement rights at any time prior to the Guarantee Termination Date, such amount shall be held by such Guarantor in trust for the applicable Guaranteed Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the applicable Guaranteed Parties in the exact form received by such Guarantor (duly indorsed by such 7 Exhibit 10.1 Guarantor to the applicable Guaranteed Parties if required), to be applied against the applicable Guaranteed Obligation, whether due or to become due.

No Subrogation. Notwithstanding any payment or payments made by the Guarantor hereunder, or any setoff or application of funds of the Guarantor by any Guaranteed Party, or the receipt of any amounts by any Guaranteed Party with respect to any of the Guarantors hereunderGuaranteed Obligations, no the Guarantor shall not be entitled to be subrogated to any of the rights (or if subrogated by operation of law, such Guarantor hereby waives such rights to the extent permitted by applicable law) of any Guaranteed Party or against any Issuer or any other Guarantor or any collateral security or guarantee or right of offset held by any Guaranteed Party for the payment of any the Guaranteed Obligation, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from any Issuer or any other Guarantor in respect of payments made by such Guarantor hereunderObligations, until all amounts owing to the Guarantee Termination DateGuaranteed Parties on account of the Guaranteed Obligations are paid in full in cash. If any amount shall be paid to any the Guarantor on account of such subrogation, reimbursement or contribution or reimbursement rights at any time prior to the Guarantee Termination Datewhen all of such Guaranteed Obligations shall not have been paid in full, such amount shall be held by such the Guarantor in trust for the applicable Guaranteed Parties, segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the applicable Guaranteed Parties in the exact form received by such the Guarantor (duly indorsed endorsed by such the Guarantor to the applicable Guaranteed Parties Party, if required), ) to be applied against the applicable Guaranteed ObligationObligations, whether due matured or to become dueunmatured.

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 Guarantors hereunderTrustee or any other Secured Party, no Guarantor shall be entitled to be subrogated to any of the rights (of the Trustee or if subrogated by operation of law, such Guarantor hereby waives such rights to the extent permitted by applicable law) of any Guaranteed other Secured Party against any Issuer or any other Guarantor or any collateral security or guarantee or right of offset held by the Trustee or any Guaranteed other Secured Party for the payment of any Guaranteed Obligationthe Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from any Issuer or any other Guarantor in respect of payments made by such Guarantor hereunder, until Payment in Full of the Guarantee Termination DateObligations. If any amount shall be paid to any Guarantor on account of such subrogation, contribution or reimbursement rights at any time prior to the Guarantee Termination Datewhen a Payment in Full has not occurred, such amount shall be held by such Guarantor in trust for the applicable Guaranteed Trustee and the other Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the applicable Guaranteed Parties Trustee in the exact form received by such Guarantor (duly indorsed endorsed by such Guarantor to the applicable Guaranteed Parties Trustee, if required), to be applied against the applicable Guaranteed ObligationObligations, whether due matured or to become dueunmatured.

No Subrogation. Notwithstanding any payment or payments made by any of the Guarantors hereunderhereunder or any set-off or appropriation and application of funds of any of the Guarantors by the Collateral Agent or any other Secured Party, no Guarantor shall be entitled to be subrogated to any of the rights (of the Collateral Agent or if subrogated by operation of law, such Guarantor hereby waives such rights to the extent permitted by applicable law) of any Guaranteed other Secured Party against any Issuer the Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by the Collateral Agent or any Guaranteed other Secured Party for the payment of any Guaranteed Obligationthe First Lien Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from any Issuer the Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until the Guarantee Termination Date. If any amount shall be paid to any Guarantor on account of such subrogation, contribution or reimbursement subrogation rights at any time prior to the Guarantee Termination Date, such amount shall be held by such Guarantor in trust for the applicable Guaranteed Collateral Agent and the other Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the applicable Guaranteed Parties Collateral Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the applicable Guaranteed Parties Collateral Agent, if required), to be applied against the applicable Guaranteed ObligationFirst Lien Obligations, whether due or to become due, in accordance with Section 5.4 of the Security Agreement.

No Subrogation. Notwithstanding any payment or payments made by the Guarantor hereunder or any set-off or application of funds of the Guarantors hereunderGuarantor by any Guaranteed Party, no the Guarantor shall not be entitled to be subrogated to any of the rights (or if subrogated by operation of law, such Guarantor hereby waives such rights to the extent permitted by applicable law) of any Guaranteed Party against any Issuer the Borrower or any other Guarantor or any collateral Collateral, security or guarantee or right of offset set-off held by any Guaranteed Party for the payment of any the Guaranteed ObligationObligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from any Issuer or any other Guarantor the Borrower in respect of payments made by such the Guarantor hereunder, until all amounts and performance owing to each Guaranteed Party by the Guarantee Termination Date. If any amount shall be paid to any Guarantor Borrower on account of such subrogation, contribution or reimbursement rights at any time prior the Guaranteed Obligations are paid and performed in full. If and to the Guarantee Termination Dateextent that any payment by or on behalf of the Borrower in respect of any of the Guaranteed Obligations is rescinded or must be otherwise restored by any holder of any of the Guaranteed Obligations as a result of any proceedings in bankruptcy or reorganization or similar proceedings, such amount the obligations of the Guarantor hereunder shall be held automatically reinstated and the Guarantor agrees that it will reimburse such holders on demand for all reasonable expenses (including, without limitation, all fees and disbursements of counsel to the Guaranteed Parties) incurred by such Guarantor holders in trust for the applicable Guaranteed Parties, segregated from other funds of connection with such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the applicable Guaranteed Parties in the exact form received by such Guarantor (duly indorsed by such Guarantor to the applicable Guaranteed Parties if required), to be applied against the applicable Guaranteed Obligation, whether due rescission or to become duerestoration.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder or any set-off or application of the Guarantors hereunderfunds of any Guarantor by any Guaranteed Party, no Guarantor shall be entitled to be subrogated to any of the rights (or if subrogated by operation of law, such Guarantor hereby waives such rights to the extent permitted by applicable law) of any Guaranteed Party against the Borrower, any Issuer other Loan Party with Primary Obligations or any other Guarantor or any collateral security or guarantee or right of offset held by any Guaranteed Party for the payment of any Guaranteed Obligationthe Primary Obligations of the Loan Parties, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Borrower, any Issuer other Loan Party with Primary Obligations or any other Guarantor in respect of payments made by such Guarantor hereunder, until the Guarantee Termination DatePayment in Full Time. If any amount shall be paid to any Guarantor on account of such subrogation, contribution or reimbursement subrogation rights at any time prior to the Guarantee Termination DatePayment in Full Time, such amount shall be held by such Guarantor in trust for the applicable Guaranteed Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the applicable Guaranteed Parties Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the applicable Guaranteed Parties Administrative Agent, if required), to be applied against the applicable Guaranteed ObligationPrimary Obligations of the Loan Parties, whether due matured or to become dueunmatured, in such order as the Administrative Agent may determine.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder or any set-off or application of the Guarantors hereunderfunds of any Guarantor by any Secured Party, no Guarantor shall be entitled to be subrogated to any of the rights (or if subrogated by operation of law, such Guarantor hereby waives such rights to the extent permitted by applicable law) of any Guaranteed Secured Party against any Issuer Borrower, any other Loan Party with Obligations or any other Guarantor or any collateral security or guarantee or right of offset held by any Guaranteed Secured Party for the payment of any Guaranteed Obligationthe Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from any Issuer Borrower, any other Loan Party with Obligations or any other Guarantor in respect of payments made by such Guarantor hereunder, until the Guarantee Termination Date. If any amount shall be paid to any Guarantor on account of such subrogation, contribution or reimbursement subrogation rights at any time prior to when all of the Guarantee Termination DateObligations shall not have been paid in full, such amount shall be held by such Guarantor in trust for the applicable Guaranteed Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the applicable Guaranteed Parties Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the applicable Guaranteed Parties Administrative Agent, if required), to be applied against the applicable Guaranteed ObligationObligations, whether due matured or to become dueunmatured, in such order as the Administrative Agent may determine.

No Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder or any setoff, recoupment or application of the Guarantors hereunderfunds of any Guarantor by any Secured Party, no Guarantor shall be entitled to be subrogated to any of the rights (or if subrogated by operation of law, such Guarantor hereby waives such rights to the extent permitted by applicable law) of any Guaranteed Secured Party against any Issuer the Borrower or any other Guarantor or any collateral security or security, guarantee or right of offset setoff or recoupment held by any Guaranteed Secured Party for the payment of any Guaranteed Obligationthe Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from any Issuer the Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, until the Guarantee date that is 181 days after the Facility Termination Date. If any amount shall be paid to any Guarantor on account of such subrogation, contribution or reimbursement subrogation rights at any time prior to the Guarantee Facility Termination Date, such amount shall be held by such Guarantor in trust for the applicable Guaranteed Administrative Agent and the other Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the applicable Guaranteed Parties Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the applicable Guaranteed Parties Administrative Agent, if required), to be applied against the applicable Guaranteed ObligationObligations, whether due matured or to become dueunmatured, in such order as the Administrative Agent may determine.