Common use of SECURITYHOLDERS TO BE SUBROGATED TO RIGHTS OF HOLDERS OF SENIOR DEBT Clause in Contracts

SECURITYHOLDERS TO BE SUBROGATED TO RIGHTS OF HOLDERS OF SENIOR DEBT. Subject to the payment in full in Cash of all Senior Debt of the Company or any Guarantor as provided herein, the Holders of Securities shall be subrogated to the rights of the holders of such Senior Debt to receive payments or distributions of assets of the Company applicable to the Senior Debt until all amounts owing on the Securities shall be paid in full, and for the purpose of such subrogation no such payments or distributions to the holders of such Senior Debt by or on behalf of the Company or any Guarantor, or by or on behalf of the Holders by virtue of this Article X, which otherwise would have been made to the Holders shall, as between the Company or any Guarantor and the Holders, be deemed to be payment by the Company or any Guarantor or on account of such Senior Debt, it being understood that the provisions of this Article X are and are intended solely for the purpose of defining the relative rights of the Holders, on the one hand, and the holders of such Senior Debt, on the other hand. If any payment or distribution to which the Holders would otherwise have been entitled but for the provisions of this Article X shall have been applied, pursuant to the provisions of this Article X, to the payment of amounts payable under Senior Debt of the Company or any Guarantor, then the Holders shall be entitled to receive from the holders of such Senior Debt any payments or distributions received by such holders of Senior Debt in excess of the amount sufficient to pay all amounts payable under or in respect of such Senior Debt in full in Cash or otherwise to the extent each of such holders accepts satisfaction of amounts due by settlement in other than Cash.

SECURITYHOLDERS TO BE SUBROGATED TO RIGHTS OF HOLDERS OF SENIOR DEBT. Subject to the payment in full in Cash or Cash Equivalents of all Senior Debt of the Company or any Guarantor as provided herein, the Holders of Securities shall be subrogated to the rights of the holders of such Senior Debt to receive payments or distributions of assets of the Company applicable to the Senior Debt until all amounts owing on the Securities shall be paid in full, and for the purpose of such subrogation no such payments or distributions to the holders of such Senior Debt by or on behalf of the Company or any GuarantorCompany, or by or on behalf of the Holders by virtue of this Article XXI, which otherwise would have been made to the Holders shall, as between the Company or any Guarantor and the Holders, be deemed to be payment by the Company or any Guarantor or on account of such Senior Debt, it being understood that the provisions of this Article X XI are and are intended solely for the purpose of defining the relative rights of the Holders, on the one hand, and the holders of such Senior Debt, on the other hand. If any payment or distribution to which the Holders would otherwise have been entitled but for the provisions of this Article X XI shall have been applied, pursuant to the provisions of this Article XXI, to the payment of amounts payable under Senior Debt of the Company or any GuarantorCompany, then the Holders shall be entitled to receive from the holders of such Senior Debt any payments or distributions received by such holders of Senior Debt in excess of the amount sufficient to pay all amounts payable under or in respect of such Senior Debt in full in Cash or otherwise to the extent each of such holders accepts satisfaction of amounts due by settlement in other than CashCash Equivalents.

SECURITYHOLDERS TO BE SUBROGATED TO RIGHTS OF HOLDERS OF SENIOR DEBT. Subject to the payment in full in Cash of all Senior Debt of the Company or any Guarantor as provided herein, the Holders of Securities Notes shall be subrogated to the rights of the holders of such Senior Debt to receive payments or distributions of assets of the Company applicable to the Senior Debt until all amounts owing on the Securities Notes shall be paid in full, and for the purpose of such subrogation no such payments or distributions to the holders of such Senior Debt by or on behalf of the Company or any GuarantorCompany, or by or on behalf of the Holders by virtue of this Article XXII, which otherwise would have been made to the Holders shall, as between the Company or any Guarantor and the Holders, be deemed to be payment by the Company or any Guarantor or on account of such Senior Debt, it being understood that the provisions of this Article X XII are and are intended solely for the purpose of defining the relative rights of the Holders, on the one hand, and the holders of such Senior Debt, on the other hand. If any payment or distribution to which the Holders would otherwise have been entitled but for the provisions of this Article X XII shall have been applied, pursuant to the provisions of this Article XXII, to the payment of amounts payable under Senior Debt of the Company or any GuarantorCompany, then the Holders shall be entitled to receive from the holders of such Senior Debt any payments or distributions received by such holders of Senior Debt in excess of the amount sufficient to pay all amounts payable under or in respect of such Senior Debt in full in Cash or otherwise to the extent each of such holders accepts satisfaction of amounts due by settlement in other than Cashfull.

SECURITYHOLDERS TO BE SUBROGATED TO RIGHTS OF HOLDERS OF SENIOR DEBT. Subject to the payment in full in cash or Cash Equivalents of all Senior Debt of the Company or any Guarantor as provided herein, the Holders of Securities shall be subrogated to the rights of the holders of such Senior Debt to receive payments or distributions of assets of the Company applicable to the Senior Debt until all amounts owing on the Securities shall be paid in full, and for the purpose of such subrogation no such payments or distributions to the holders of such Senior Debt by or on behalf of the Company or any Guarantor, or by or on behalf of the Holders by virtue of this Article XXIII, which otherwise would have been made to the Holders shall, as between the Company or any Guarantor and the Holders, be deemed to be payment by the Company or any Guarantor or on account of such Senior Debt, it being understood that the provisions of this Article X XIII are and are intended solely for the purpose of defining the relative rights of the Holders, on the one hand, and the holders of such Senior Debt, on the other hand. If any payment or distribution to which the Holders would otherwise have been entitled but for the provisions of this Article X XIII shall have been applied, pursuant to the provisions of this Article XXIII, to the payment of amounts payable under Senior Debt of the Company or any Guarantor, then the Holders shall be entitled to receive from the holders of such Senior Debt any payments or distributions received by such holders of Senior Debt in excess of the amount sufficient to pay all amounts payable under or in respect of such Senior Debt in full in cash or Cash or otherwise to the extent each of such holders accepts satisfaction of amounts due by settlement in other than CashEquivalents.

SECURITYHOLDERS TO BE SUBROGATED TO RIGHTS OF HOLDERS OF SENIOR DEBT. Subject to the payment in full in Cash or Cash Equivalents of all Senior Debt of the Company or any Guarantor Issuers and the Guarantors, if any, as provided herein, the Holders of Subordinated Debt Securities shall be subrogated to the rights of the holders of such Senior Debt to receive payments or distributions of assets of the Company Issuers and the Guarantors, if any, applicable to the Senior Debt until all amounts owing on the Subordinated Debt Securities shall be paid in full, and for the purpose of such subrogation no such payments or distributions to the holders of such Senior Debt by or on behalf of the Company Issuers or any Guarantorthe Guarantors, if any, or by or on behalf of the Holders by virtue of this Article XXII, which otherwise would have been made to the Holders of Subordinated Debt Securities shall, as between the Company or any Guarantor Issuers and the Guarantors, if any, and such Holders, be deemed to be payment by the Company Issuers or any Guarantor the Guarantors, if any, or on account of such Senior Debt, it being understood that the provisions of this Article X XII are and are intended solely for the purpose of defining the relative rights of the HoldersHolders of Subordinated Debt Securities, on the one hand, and the holders of such Senior Debt, on the other hand. If any payment or distribution to which the Holders would otherwise have been entitled but for the provisions of this Article X XII shall have been applied, pursuant to the provisions of this Article XXII, to the payment of amounts payable under Senior Debt of the Company Issuers or any Guarantorthe Guarantors, if any, then the Holders of Subordinated Debt Securities shall be entitled to receive from the holders of such Senior Debt any payments or distributions received by such holders of Senior Debt in excess of the amount sufficient to pay all amounts payable under or in respect of such Senior Debt in full in Cash or otherwise to the extent each of such holders accepts satisfaction of amounts due by settlement in other than CashCash Equivalents.

SECURITYHOLDERS TO BE SUBROGATED TO RIGHTS OF HOLDERS OF SENIOR DEBT. Subject to the payment in full in cash or Cash Equivalents of all Senior Debt of the Company or any Guarantor Issuer and the Guarantors as provided herein, the Holders of Securities shall be subrogated to the rights of the holders of such Senior Debt to receive payments or distributions of assets of the Company Issuer and the Guarantors applicable to the Senior Debt until all amounts owing on the Securities shall be paid in full, and for the purpose of such subrogation no such payments or distributions to the holders of such Senior Debt by or on behalf of the Company Issuer or any Guarantorthe Guarantors, or by or on behalf of the Holders by virtue of this Article XXII, which otherwise would have been made to the Holders shall, as between the Company or any Guarantor Issuer and Guarantors and the Holders, be deemed to be payment by the Company Issuer or any Guarantor Guarantors or on account of such Senior Debt, it being understood that the provisions of this Article X XII are and are intended solely for the purpose of defining the relative rights of the Holders, on the one hand, and the holders of such Senior Debt, on the other hand. If any payment or distribution to which the Holders would otherwise have been entitled but for the provisions of this Article X XII shall have been applied, pursuant to the provisions of this Article XXII, to the payment of amounts payable under Senior Debt of the Company Issuer or any Guarantorthe Guarantors, then the Holders shall be entitled to receive from the holders of such Senior Debt any payments or distributions received by such holders of Senior Debt in excess of the amount sufficient to pay all amounts payable under or in respect of such Senior Debt in full in Cash or otherwise to the extent each of such holders accepts satisfaction of amounts due by settlement in other than CashCash Equivalents.

SECURITYHOLDERS TO BE SUBROGATED TO RIGHTS OF HOLDERS OF SENIOR DEBT. Subject to the payment in full in Cash of all Senior Debt of the Company or any Guarantor as provided herein, the Holders of Securities shall be subrogated to the rights of the holders of such Senior Debt to receive payments or distributions of assets of the Company applicable to the Senior Debt until all amounts owing on the Securities shall be paid in full, and for the purpose of such subrogation no such payments or distributions to the holders of such Senior Debt by or on behalf of the Company or any Guarantor, or by or on behalf of the Holders by virtue of this Article X, which otherwise would have been made to the Holders shall, as between the Company or any Guarantor and the Holders, be deemed to be payment by the Company or any Guarantor or on account of such Senior Debt, it being understood that the provisions of this Article X are and are intended solely for the purpose of defining the relative rights of the Holders, on the one hand, and the holders of such Senior Debt, on the other hand. If any payment or distribution to which the Holders would otherwise have been entitled but for the provisions of this Article X shall have been applied, pursuant to the provisions of this Article X, to the payment of amounts payable under Senior Debt of the Company or any Guarantor, then the Holders shall be entitled to receive from the holders of such Senior Debt any payments or distributions received by such holders of Senior Debt in excess of the amount sufficient to pay all amounts payable under or in respect of such Senior Debt in full in Cash or otherwise to the extent each of such holders accepts satisfaction of amounts due by settlement in other than Cash.. 119

SECURITYHOLDERS TO BE SUBROGATED TO RIGHTS OF HOLDERS OF SENIOR DEBT. Subject to the payment in full in Cash or Cash Equivalents of all Senior Debt of the Company or any Guarantor as provided herein, the Holders of Securities shall be subrogated to the rights of the holders of such Senior Debt to receive payments or distributions of assets of the Company applicable to the Senior Debt until all amounts (including, without limitation, Liquidated Damages) owing on or in respect of the Securities shall be paid in full, and for the purpose of such subrogation no such payments or distributions to the holders of such Senior Debt by or on behalf of the Company or any Guarantor, or by or on behalf of the Holders by virtue of this Article XXII, which otherwise would have been made to the Holders shall, as between the Company or any Guarantor and the Holders, be deemed to be payment by the Company or any Guarantor or on account of such Senior Debt, it being understood that the provisions of this Article X XII are and are intended solely for the purpose of defining the relative rights of the Holders, on the one hand, and the holders of such Senior Debt, on the other hand. If any payment or distribution to which the Holders would otherwise have been entitled but for the provisions of this Article X XII shall have been applied, pursuant to the provisions of this Article XXII, to the payment of amounts payable under Senior Debt of the Company or any Guarantor, then the Holders shall be entitled to receive from the holders of such Senior Debt any payments or distributions received by such holders of Senior Debt in excess of the amount sufficient to pay all amounts payable under or in respect of such Senior Debt in full in Cash or otherwise to the extent each of such holders accepts satisfaction of amounts due by settlement in other than CashCash Equivalents.

SECURITYHOLDERS TO BE SUBROGATED TO RIGHTS OF HOLDERS OF SENIOR DEBT. Subject to the payment in full in Cash or Cash Equivalents of all Senior Debt of the Company or any Guarantor Issuers and the Guarantors as provided herein, the Holders of Securities shall be subrogated to the rights of the holders of such Senior Debt to receive payments or distributions of assets of the Company Issuers and the Guarantors applicable to the Senior Debt until all amounts owing on the Securities shall be paid in full, and for the purpose of such subrogation no such payments or distributions to the holders of such Senior Debt by or on behalf of the Company Issuers or any Guarantorthe Guarantors, or by or on behalf of the Holders by virtue of this Article XXII, which otherwise would have been made to the Holders shall, as between the Company or any Guarantor Issuers and Guarantors and the Holders, be deemed to be payment by the Company Issuers or any Guarantor Guarantors or on account of such Senior Debt, it being understood that the provisions of this Article X XII are and are intended solely for the purpose of defining the relative rights of the Holders, on the one hand, and the holders of such Senior Debt, on the other hand. If any payment or distribution to which the Holders would otherwise have been entitled but for the provisions of this Article X XII shall have been applied, pursuant to the provisions of this Article XXII, to the payment of amounts payable under Senior Debt of the Company Issuers or any Guarantorthe Guarantors, then the Holders shall be entitled to receive from the holders of such Senior Debt any payments or distributions received by such holders of Senior Debt in excess of the amount sufficient to pay all amounts payable under or in respect of such Senior Debt in full in Cash or otherwise to the extent each of such holders accepts satisfaction of amounts due by settlement in other than CashCash Equivalents.

SECURITYHOLDERS TO BE SUBROGATED TO RIGHTS OF HOLDERS OF SENIOR DEBT. Subject to the payment in full in Cash or Cash Equivalents of all Senior Debt of the Company or any Guarantor Issuers and the Guarantors as provided herein, the Holders of Subordinated Debt Securities shall be subrogated to the rights of the holders of such Senior Debt to receive payments or distributions of assets of the Company Issuers and the Guarantors, if any, applicable to the Senior Debt until all amounts owing on the Subordinated Debt Securities shall be paid in full, and for the purpose of such subrogation no such payments or distributions to the holders of such Senior Debt by or on behalf of the Company Issuers or any Guarantorthe Guarantors, if any, or by or on behalf of the Holders by virtue of this Article XXII, which otherwise would have been made to the Holders of Subordinated Debt Securities shall, as between the Company or any Guarantor Issuers and the Guarantors, if any, and such Holders, be deemed to be payment by the Company Issuers or any Guarantor Guarantors, if any, or on account of such Senior Debt, it being understood that the provisions of this Article X XII are and are intended solely for the purpose of defining the relative rights of the HoldersHolders of Subordinated Debt Securities, on the one hand, and the holders of such Senior Debt, on the other hand. If any payment or distribution to which the Holders would otherwise have been entitled but for the provisions of this Article X XII shall have been applied, pursuant to the provisions of this Article XXII, to the payment of amounts payable under Senior Debt of the Company Issuers or any Guarantorthe Guarantors, then the Holders of Subordinated Debt Securities shall be entitled to receive from the holders of such Senior Debt any payments or distributions received by such holders of Senior Debt in excess of the amount sufficient to pay all amounts payable under or in respect of such Senior Debt in full in Cash or otherwise to the extent each of such holders accepts satisfaction of amounts due by settlement in other than CashCash Equivalents.