Common use of Subordination of rights of Guarantor Clause in Contracts

Subordination of rights of Guarantor. Until all amounts which may be or become payable by the Obligors under or in connection with the Finance Documents have been irrevocably paid in full and unless the Agent otherwise directs, all rights which the Guarantor at any time has (whether in respect of this Guarantee or any other transaction) against the Borrower, any other Obligor or their respective assets shall be fully subordinated to the rights of the Creditor Parties under the Finance Documents; and in particular, the Guarantor shall not: (a) claim, or in a bankruptcy of the Borrower or any other Obligor prove for, any amount payable to the Guarantor by the Borrower or any other Obligor, whether in respect of this Guarantee or any other transaction; (b) take or enforce any Security Interest for any such amount; (c) exercise any right to be indemnified by an Obligor; (d) bring legal or other proceedings for an order requiring the Borrower or any other Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under this Guarantee; (e) claim to set-off any such amount against any amount payable by the Guarantor to the Borrower or any other Obligor; or (f) claim any subrogation or right of contribution or other right in respect of any Finance Document or any sum received or recovered by any Creditor Party under a Finance Document. If the Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Creditor Parties by the Obligors under or in connection with the Finance Documents to be repaid in full on trust for the Creditor Parties and shall promptly pay or transfer the same to the Agent or as the Agent may direct for application in accordance with the Loan Agreement and the Finance Documents.

Subordination of rights of Guarantor. Until all amounts which may be or become payable by the Obligors under or in connection with the Finance Documents have been irrevocably paid in full and unless the Agent otherwise directs, all All rights which the Guarantor at any time has (whether in respect of this Guarantee or any other transaction) against the any Borrower, any other Obligor Security Party or their respective assets shall be fully subordinated to the rights of the Creditor Parties under the Finance Documents; Documents and in particularuntil the end of the Security Period and unless the Security Trustee otherwise directs, the Guarantor shall notwill not exercise any rights which it may have (whether in respect of any Finance Document to which it is a party or any other transaction) by reason of performance by it of its obligations under the Finance Documents or by reason of any amount having been paid, or liability having arisen, under this Guarantee: (a) claim, or in to be indemnified by a bankruptcy of the Borrower or any other Obligor prove for, any amount payable to the Guarantor by the Borrower or any other Obligor, whether in respect of this Guarantee or any other transactionSecurity Party; (b) take to claim any contribution from any third party providing security for, or enforce any other guarantor of, any Borrower or any Security Interest for any such amountParty’s obligations under the Finance Documents; (c) exercise to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any right to be indemnified rights of the Creditor Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by an Obligorany Creditor Party; (d) to bring legal or other proceedings for an order requiring the any Borrower or any other Obligor Security Party to make any payment, or perform any obligation, in respect of which any the Guarantor has given a guarantee, undertaking or indemnity under this Guarantee; (e) claim to exercise any right of set-off any such amount against any amount payable by the Guarantor to the Borrower or any other ObligorSecurity Party; orand/or (f) to claim any subrogation or right of contribution or other right in respect prove as a creditor of any Finance Document Borrower or any sum received or recovered by Security Party in competition with any Creditor Party under a Finance DocumentParty. If the Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Creditor Parties by the Obligors Borrowers or the Security Parties under or in connection with the Finance Documents to be repaid in full on trust for the Creditor Parties and shall promptly pay or transfer the same to the Security Trustee for onward payment to the Agent or or, as the Security Trustee acting on the instructions of the Agent may direct direct, for application in accordance with clause 17.1 (application of receipts) of the Loan Agreement and the Finance DocumentsAgreement.

Subordination of rights of Guarantor. Until all amounts which may be or become payable by the Obligors under or in connection with the Finance Documents have been irrevocably paid in full and unless the Agent otherwise directs, all rights which the Guarantor at any time has (whether in respect of this Guarantee or any other transaction) against the Borrower, any other Obligor or their respective assets shall be fully subordinated to the rights of the Creditor Secured Parties under the Finance Documents; Documents and in particular, the Guarantor shall not: (a) claim, or in a bankruptcy of the Borrower or any other Obligor prove for, any amount payable to the Guarantor by the Borrower or any other Obligor, whether in respect of this Guarantee or any other transaction; (b) take or enforce any Security Interest for any such amount; (c) exercise any right to be indemnified by an Obligor; (d) bring legal or other proceedings for an order requiring the Borrower or any other Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under this Guarantee; (e) claim to set-off any such amount against any amount payable by the Guarantor to the Borrower or any other Obligor; or (f) claim any subrogation or right of contribution or other right in respect of any Finance Document or any sum received or recovered by any Creditor Secured Party under a Finance Document. If the Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Creditor Finance Parties by the Obligors under or in connection with the Finance Documents to be repaid in full on trust for the Creditor Finance Parties and shall promptly pay or transfer the same to the Agent Security Trustee or as the Agent Security Trustee may direct for application in accordance with the Loan Agreement and the Finance Documents.

Subordination of rights of Guarantor. Until all amounts which may be or become payable by the Obligors under or in connection with the Finance Documents have been irrevocably paid in full and unless the Agent otherwise directs, all rights which the Guarantor at any time has (whether in respect of this Guarantee or any other transaction) against the Borrower, any other Obligor or their respective assets shall be fully subordinated to the rights of the Creditor Secured Parties under the Finance Documents; and in particular, the Guarantor shall not: (a) claim, or in a bankruptcy of the Borrower or any other Obligor prove for, any amount payable to the Guarantor by the Borrower or any other Obligor, whether in respect of this Guarantee or any other transaction; (b) take or enforce any Security Interest for any such amount; (c) exercise any right to be indemnified by an Obligor; (d) bring legal or other proceedings for an order requiring the Borrower or any other Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under this Guarantee; (e) claim to set-off any such amount against any amount payable by the Guarantor to the Borrower or any other Obligor; or (f) claim any subrogation or right of contribution or other right in respect of any Finance Document or any sum received or recovered by any Creditor Secured Party under a Finance Document. If the Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Creditor Finance Parties by the Obligors under or in connection with the Finance Documents to be repaid in full on trust for the Creditor Finance Parties and shall promptly pay or transfer the same to the Agent Security Trustee or as the Agent Security Trustee may direct for application in accordance with the Loan Agreement and the Finance Documents.