Subordination and Subrogation. The rights of a Parent against its Affiliated Obligors arising from any payment or performance by a Parent hereunder shall be subordinate in all respects to the rights of the Beneficiaries against such Affiliated Obligors, and such Parent shall not compete in any way with a Beneficiary in any winding-up or dissolution of such Affiliated Obligors unless and until all sums due and to become due from such Affiliated Obligors to the Beneficiaries have been paid in full. If any amount shall be paid to a Parent in violation of this Section, such amount shall be held in trust for the benefit of the Beneficiaries and shall forthwith be paid to the Beneficiaries to be credited and applied to any sums owed or to be owed by such Parent's Affiliated Obligors. Subject to the foregoing, upon payment of all sums due or to become due by Affiliated Obligors to the Beneficiaries, the Parent of such Affiliated Obligors shall be subrogated to the rights of the Beneficiary against such Affiliated Obligors, and the Beneficiaries agree to take at such Parent's expense such steps as such Parent may reasonably request to implement such subrogation.
Subordination and Subrogation. If and to the extent that Guarantor makes any payment to Seller pursuant to this Guaranty, any claim which Guarantor may have against Seller by reason thereof shall be subject and subordinate to the prior payment in full of all of the Obligations. Guarantor agrees that it will not exercise any rights that it may now or hereafter acquire against Seller that arise from the existence, payment, performance or enforcement of the Obligations under this Guaranty, including, without limitation, any right of subrogation, reimbursement, exoneration, contribution or indemnification and any right to participate in any claim or proceeding, or remedy of any other party against Seller, unless and until all of the Obligations and all other amounts payable under this Guaranty shall have been irrevocably paid, satisfied or discharged in full.
Subordination and Subrogation. (a) Each Guarantor hereby agrees that all present and future Indebtedness of the Borrower to the Guarantors shall be subordinate and junior in right of payment and priority to the Obligations, and the Borrower agrees not to make, and each Guarantor agrees not to demand, accept or receive any payment in respect of any present or future Indebtedness of the Borrower to the Guarantors, including, without limitation, any payment received through the exercise of any right of setoff, counterclaim or cross claim, or any collateral therefor, unless and until such time as the Obligations shall have been indefeasibly paid in full; provided that the Borrower may make and the Guarantors may receive such payments as shall be permitted under Section 8.6 hereof. Without in any way limiting the foregoing, in the event of any insolvency or bankruptcy proceedings, or any receivership, liquidation, reorganization, dissolution or other similar proceedings relative to the Borrower or to its business, properties or assets, the Lenders shall be entitled to receive payment in full of all of the Obligations before either Guarantor shall be entitled to receive any payment in respect of any present or future Indebtedness of the Borrower to the Guarantors.
(b) Until such time as the Obligations shall have been indefeasibly paid in full, each Guarantor hereby waives all rights of subrogation, whether arising by contract or operation of law (including, without limitation, any such right arising under the Federal Bankruptcy Code of 1978, as amended) or otherwise by reason of any payment by it pursuant to the provisions of this Article 3 and further agrees with the Borrower for the benefit of each of its creditors (including, without limitation, each Lender and the Agent) that any such payment by it shall constitute a contribution of capital by the Guarantors to the Borrower.
Subordination and Subrogation. The Guarantor hereby agrees that all indebtedness and other obligations of the Borrower (now existing or hereafter incurred) to the Guarantor are and shall be subordinated in right of payment to the prior payment in full by the Borrower of its obligations to Lender under the Loan Documents. During the existence of a default under the Loan Documents, no payments by the Borrower shall be accepted by the Guarantor with respect to such subordinated obligations and, if any such payments are inadvertently received, the same shall be held in trust and promptly turned over to Lender. The Guarantor hereby waives all claims, rights or remedies that it may have at law or in equity (including, without limitation, any law subrogating the Guarantor to the rights of Lender) to seek contribution, indemnification, or any other form of reimbursement from the Borrower, any other guarantor, or any other person or entity now or hereafter primarily or secondarily liable for any obligations of the Guarantor to Lender for any disbursement made by the Guarantor under or in connection with this Guarantee. The Guarantor hereby stipulates and agrees that any such disbursement made by the Guarantor shall be a contribution to the equity capital of the Borrower.
Subordination and Subrogation. 13 4.4 Confidentiality and Use of Information ....................... 14 4.5
Subordination and Subrogation. Unless and until the Guaranteed Obligations have been paid in full, all rights of each Guarantor against the Borrower with respect to the Guarantee in Section 7.01 shall be subordinated to such payment in full and each Guarantor agrees not to assert any right of subrogation and any right to enforce any remedy which any Secured Party now has or may hereafter have against the Borrower, any endorser or any other guarantor of all or any part of the Guaranteed Obligations until the Guaranteed Obligations are paid in full, and each Guarantor hereby subordinates any benefit of, and any right to participate in, any security or Collateral given to Collateral Agent on behalf of the Secured Parties to secure payment of the Guaranteed Obligations or any other liability of the Borrower to Lenders until the Guaranteed Obligations are paid in full.
Subordination and Subrogation. Guarantor and Lxxxxx acknowledge that Borrower incurred certain indebtedness owing to Guarantor pursuant to the terms of that certain amounts evidenced by that certain Revolving Line of Credit Loan and Security Agreement dated July 27, 2022. Such indebtedness is subject to that certain Intercreditor Agreement by and between Guarantor and Lender dated July 27, 2022. Notwithstanding anything to the contrary contained in this Guaranty or any payments made by any Guarantor hereunder, Guarantor acknowledges and agrees that any right of subrogation is expressly subordinated to the rights of Lxxxxx, until the Guaranteed Indebtedness have been fully paid and satisfied.
Subordination and Subrogation. Until the full release and complete discharge of all of the Obligations, Guarantor hereby subordinates and postpones any claim or right against Tenant by way of subrogation or otherwise to any of the rights of Landlord under the Lease or otherwise, or in the Premises (or any portion thereof), which may arise by any of the provisions of this Guaranty or by reason of the performance by Guarantor of any of its Obligations hereunder. If any amount shall be paid to Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid and performed in full, Guarantor shall immediately deliver the payment to Landlord for credit against the then outstanding balance of the Obligations, whether matured or unmatured.
Subordination and Subrogation. The Guarantor agrees that all indebtedness and other obligations of the Applicant/Buyer (now existing or hereafter incurred) to the Guarantor are and shall be subordinated in right of payment to the prior payment in full by the Applicant/Buyer of its obligations to Creditor under the Credit Agreement. During the existence of a default under the Credit Agreement, no payments by the Applicant/Buyer shall be accepted by the Guarantor with respect to such subordinated obligations and, if any such payments are received by the Guarantor, the payments shall be held in trust and promptly turned over to Creditor.
Subordination and Subrogation. 17 4.5. Acceleration . . . . . . . . . . . . . . . . . . . . . . . 18 4.6. Reinstatement . . . . . . . . . . . . . . . . . . . . . . . 18 Section 5. Conditions Precedent. . . . . . . . . . . . . . . . . . . . 18 5.1. Effectiveness of this Agreement . . . . . . . . . . . . . . 18 5.2. Conditions to Issuance of Letters of Credit . . . .
