Common use of Priority and Payment Over of Proceeds in Certain Events Clause in Contracts

Priority and Payment Over of Proceeds in Certain Events. (a) Subordination of Guarantee Obligations on Dissolution, Liquidation or --------------------------------------------------------------------- Reorganization of Such Guarantor. Upon any payment or distribution of assets or -------------------------------- securities of any Guarantor of any kind or character, whether in cash, property or securities, upon any dissolution or winding up or total or partial liquidation or reorganization of such Guarantor, whether voluntary or involuntary or in bankruptcy, insolvency, receivership or other proceedings (other than a liquidation or dissolution of such Guarantor into the Company or another Guarantor), all Guarantor Senior Indebtedness of such Guarantor (including. any interest accruing subsequent to an event specified in Section 7.6 or 7.7 whether or not such interest is an allowed claim enforceable against such Guarantor) shall first be paid in full in cash or Cash Equivalents, before the Lenders shall be entitled to receive any payment with respect to any Guarantee Obligations of such Guarantor and upon any such dissolution or winding up or liquidation or reorganization, any payment or distribution of assets or securities of such Guarantor of any kind or character, whether in cash, property or securities, to which the Lenders would be entitled except for the provisions of this Section 11 shall be made by such Guarantor or by any receiver, trustee in bankruptcy, liquidating trustee, agent or other person making such payment or distribution, directly to the holders of the Guarantor Senior Indebtedness of such Guarantor or their representatives to the extent necessary to pay all of the Guarantor Senior Indebtedness of such Guarantor to the holders of such Guarantor Senior Indebtedness.

Priority and Payment Over of Proceeds in Certain Events. (a) Subordination of Guarantee Guaranteed Obligations on Dissolution, Liquidation or --------------------------------------------------------------------- Reorganization of Such Guarantor. Upon any payment or distribution of assets or -------------------------------- securities of any Guarantor of any kind or character, whether in cash, property or securities, upon any dissolution or winding up or total or partial liquidation or reorganization of such Guarantor, whether voluntary or involuntary or in bankruptcy, insolvency, receivership or other proceedings (other than a liquidation or dissolution of such Guarantor into the Company or another Guarantor), all Guarantor Senior Indebtedness Debt of such Guarantor (including. including any interest accruing subsequent to an event specified in Section subsection 7.6 or 7.7 of the Credit Agreement whether or not such interest is an allowed claim enforceable against such Guarantor) shall first be paid in full in cash or Cash Equivalents, before the Lenders shall be entitled to receive any payment with respect to any Guarantee Guaranteed Obligations of such Guarantor and upon any such dissolution or winding up or liquidation or reorganization, any payment or distribution of assets or securities of such Guarantor of any kind or character, whether in cash, property or securities, to which the Lenders would be entitled except for the provisions of this Section 11 3 shall be made by such Guarantor or by any receiver, trustee in bankruptcy, liquidating trustee, agent or other person Person making such payment or distribution, directly to the holders of the Guarantor Senior Indebtedness Debt of such Guarantor or their representatives to the extent necessary to pay all of the Guarantor Senior Indebtedness Debt of such Guarantor to the holders of such Guarantor Senior IndebtednessDebt.

Priority and Payment Over of Proceeds in Certain Events. (a) Subordination of Guarantee Obligations on Dissolution, Liquidation ------------------------------------------------------------------ or --------------------------------------------------------------------- Reorganization of Such Guarantor. Upon any payment or distribution of assets ----------------------------------- or -------------------------------- securities of any Guarantor of any kind or character, whether in cash, property or securities, upon any dissolution or winding up or total or partial liquidation or reorganization of such Guarantor, whether voluntary or involuntary or in bankruptcy, insolvency, receivership or other proceedings (other than a liquidation or dissolution of such Guarantor into the Company Borrower or another Guarantor), all Guarantor Senior Indebtedness of such Guarantor (including. including any interest accruing subsequent to an event specified in Section SECTION 7.6 or 7.7 whether or not such interest is an allowed claim enforceable against such Guarantor) shall first be paid in full in cash or Cash Equivalents, before the Lenders shall be entitled to receive any payment or distribution with respect to any Guarantee Obligations of such Guarantor and upon any such dissolution or winding up or liquidation or reorganization, any payment or distribution of assets or securities of such Guarantor of any kind or character, whether in cash, property or securities, to which the Lenders would be entitled except for the provisions of this Section SECTION 11 shall be made by such Guarantor or by any receiver, trustee in bankruptcy, liquidating trustee, agent or other person Person making such payment or distribution, directly to the holders of the Guarantor Senior Indebtedness of such Guarantor or their representatives to the extent necessary to pay all of the Guarantor Senior Indebtedness of such Guarantor in full and in cash or Cash Equivalents to the holders of such Guarantor Senior Indebtedness.

Priority and Payment Over of Proceeds in Certain Events. (a) Subordination of Guarantee Obligations on Dissolution, Liquidation or --------------------------------------------------------------------- Reorganization of Such Subsidiary Guarantor. Upon any payment or distribution of assets or -------------------------------- securities of any Subsidiary Guarantor of any kind or character, whether in cash, property or securities, upon any dissolution or winding up or total or partial liquidation or reorganization of such Subsidiary Guarantor, whether voluntary or involuntary or in bankruptcy, insolvency, receivership or other proceedings (other than a liquidation or dissolution of such Subsidiary Guarantor into the Company or another Subsidiary Guarantor), all Subsidiary Guarantor Senior Indebtedness of such Subsidiary Guarantor (including. including any interest accruing subsequent to an event specified in Section 7.6 or 7.7 whether or not such interest is an allowed claim enforceable against such Subsidiary Guarantor) shall first be paid in full in cash or Cash Equivalents, before the Lenders shall be entitled to receive any payment with respect to any Guarantee Obligations of such Subsidiary Guarantor and upon any such dissolution or winding up or liquidation or reorganization, any payment or distribution of assets or securities of such Subsidiary Guarantor of any kind or character, whether in cash, property or securities, to which the Lenders would be entitled except for the provisions of this Section 11 shall be made by such Subsidiary Guarantor or by any receiver, trustee in bankruptcy, liquidating trustee, agent or other person making such payment or distribution, directly to the holders of the Guarantor Senior Indebtedness of such Guarantor or their representatives to the extent necessary to pay all of the Guarantor Senior Indebtedness of such Guarantor to the holders of such Guarantor Senior Indebtedness.,

Priority and Payment Over of Proceeds in Certain Events. (a) Subordination of Guarantee Obligations on Dissolution, Liquidation or --------------------------------------------------------------------- Reorganization of Such Guarantor. Upon any payment or distribution of assets or -------------------------------- securities of any Guarantor of any kind or character, whether in cash, property or securities, upon any dissolution or winding up or total or partial liquidation or reorganization of such Guarantor, whether voluntary or involuntary or in bankruptcy, insolvency, receivership or other proceedings (other than a liquidation or dissolution of such Guarantor into the Company Borrower or another Guarantor), all Guarantor Senior Indebtedness of such Guarantor (including. any interest accruing subsequent to an event specified in Section 7.6 or 7.7 whether or not such interest is an allowed claim enforceable against such Guarantor) shall first be paid in full in cash or Cash Equivalents, before the Lenders shall be entitled to receive any payment with respect to any Guarantee Obligations of such Guarantor and upon any such dissolution or winding up or liquidation or reorganization, any payment or distribution of assets or securities of such Guarantor of any kind or character, whether in cash, property or securities, to which the Lenders would be entitled except for the provisions of this Section 11 shall be made by such Guarantor or by any receiver, trustee in bankruptcy, liquidating trustee, agent or other person making such payment or distribution, directly to the holders of the Guarantor Senior Indebtedness of such Guarantor or their representatives to the extent necessary to pay all of the Guarantor Senior Indebtedness of such Guarantor to the holders of such Guarantor Senior Indebtedness.

Priority and Payment Over of Proceeds in Certain Events. (a) Subordination of Guarantee Obligations on Dissolution, Liquidation or --------------------------------------------------------------------- Reorganization of Such Guarantorthe Borrower. Upon any payment or distribution of assets or -------------------------------- securities of any Guarantor the Borrower of any kind or character, whether in cash, property or securities, upon any dissolution or winding up or total or partial liquidation or reorganization of such Guarantorthe Borrower, whether voluntary or involuntary or in bankruptcy, insolvency, receivership or other proceedings (other than a liquidation or dissolution of such Guarantor into the Company or another Guarantor)proceedings, all Guarantor Senior Indebtedness of such Guarantor the Borrower (including. including any interest accruing subsequent to an event specified in Section 7.6 or 7.7 whether or not such interest is an allowed claim enforceable against such Guarantorthe Borrower) shall first be paid in full in cash or Cash Equivalents, before the Lenders shall be entitled to receive any payment with by the Borrower in respect to of any Guarantee Obligations of such Guarantor and upon any such dissolution or winding up or liquidation or reorganization, any payment or distribution of assets or securities of such Guarantor the Borrower of any kind or character, whether in cash, property or securities, to which the Lenders would be entitled except for the provisions of this Section 11 8 shall be made by such Guarantor the Borrower or by any receiver, trustee in bankruptcy, liquidating trustee, agent or other person Person making such payment or distribution, directly to the holders of the Guarantor Senior Indebtedness of such Guarantor the Borrower or their representatives to the extent necessary to pay all of the Guarantor Senior Indebtedness of such Guarantor the Borrower to the holders of such Guarantor Senior IndebtednessIndebtedness of the Borrower.