Common use of Subordination of Claims Against Other Assets Clause in Contracts

Subordination of Claims Against Other Assets. Each Secured Party further acknowledges and agrees that, notwithstanding Section 10.7(b): IF such Secured Party either (i) asserts an interest in, claim to, or benefit from, the Other Assets (as determined with respect to such Secured Party) or (ii) is deemed to have any such interest in, claim to, or benefit from such Other Assets, whether by operation of law, legal process, pursuant to insolvency laws or otherwise (including by virtue of Section 1111(b) of the Bankruptcy Code), THEN any such interest, claim or benefit in, to or from the Other Assets is expressly subordinated to the indefeasible payment in full of the other obligations and liabilities of the Borrower including Secured Obligations (the “Other Liabilities”), which, in each case, pursuant to this Collateral Agency Agreement, the Warehouse Facilities, any Closed-End Exchange Note, the other Basic Documents or any other relevant documents, are entitled to be paid from, entitled to the benefits of, or otherwise secured by such Other Assets (whether or not any such entitlement or security interest is legally perfected or otherwise entitled to a priority of distributions or application under Applicable Law, including insolvency laws, and whether or not asserted against the Borrower), including the payment of post-petition interest on such other obligations and liabilities. The agreement of the Secured Parties pursuant to this Section 10.7(c) shall constitute a “subordination agreement” within the meaning of Section 510(a) of the Bankruptcy Code.

Subordination of Claims Against Other Assets. Each Secured Party further acknowledges and agrees that, notwithstanding Section 10.7(b): IF such Secured Party either (i) asserts an interest in, claim to, or benefit from, the Other Assets (as determined with respect to such Secured Party) or (ii) is deemed to have any such interest in, claim to, or benefit from such Other Assets, whether by operation of law, legal process, pursuant to insolvency laws or otherwise (including by virtue of Section 1111(b) of the Bankruptcy Code), THEN any such interest, claim or benefit in, to or from the Other Assets is expressly subordinated to the indefeasible payment in full of the other obligations and liabilities of the Borrower including Secured Obligations (the “Other Liabilities”), which, in each case, pursuant to this Collateral Agency Agreement, the Warehouse Facilities, any Closed-End Exchange Note, the other Basic Documents or any other relevant documents, are entitled to be paid from, entitled to the benefits of, or otherwise secured by such Other 58 Collateral Agency Agreement Assets (whether or not any such entitlement or security interest is legally perfected or otherwise entitled to a priority of distributions or application under Applicable Law, including insolvency laws, and whether or not asserted against the Borrower), including the payment of post-petition interest on such other obligations and liabilities. The agreement of the Secured Parties pursuant to this Section 10.7(c) shall constitute a “subordination agreement” within the meaning of Section 510(a) of the Bankruptcy Code.