Common use of Subrogation, etc Clause in Contracts

Subrogation, etc. Notwithstanding any payment or payments made by any of the Guarantors hereunder or any set-off or application of funds of any of the Guarantors by any Lender, no Guarantor shall exercise any of the rights of the Administrative Agent or any Lender which the Guarantor may acquire by way of subrogation, by any payment made hereunder, by reason of such set-off or application of funds or otherwise, against the Company or any other Guarantor or any collateral security or guarantee or right of set-off held by any Lender for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Administrative Agent and the Lenders by the Company on account of the Obligations are paid in full and the Commitments are terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full or the Commitments shall not have been terminated, such amount shall be held by such Guarantor in trust for the Administrative Agent and the Lenders, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmatured, in such order as required by the applicable Credit Documents.

Subrogation, etc. Notwithstanding At any time that a payment or payments is made by any Guarantor with respect to the Obligations, such Guarantor shall have a right of contribution against the Guarantors hereunder Company and each other Person (other than any Lender Party) obligated under, or otherwise a party to, any set-off or application Loan Document (each, an "Obligor") and each other Obligor shall have an obligation to indemnify such Guarantor in the maximum amount permitted by applicable law, which right of funds contribution and indemnity shall be subject to adjustment at the time of any subsequent payment with respect to the Obligations; provided, however, that the maximum aggregate liability of any Guarantor shall not exceed the Guarantors by maximum amount of liability that such Guarantor can incur 183 without rendering such contribution and indemnity rights void or voidable under applicable law relating to fraudulent conveyance or fraudulent transfers or similar law, and not for any Lendergreater amount; provided, further, however, that no Guarantor shall will exercise any of the rights of the Administrative Agent or any Lender which the Guarantor it may acquire by way reason of subrogation, by any payment made hereunder, whether by reason way of such set-off or application rights of funds subrogation, reimbursement or otherwise, against until the Company or any other Guarantor or any collateral security or guarantee or right of set-off held by any Lender for the payment of the Obligationsprior payment, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Administrative Agent and the Lenders by the Company on account of the Obligations are paid in full and in cash, of all Obligations of the Company and each other Obligor and the termination of the Commitments are terminatedand the expiry of the Letters of Credit. If any Any amount shall be paid to any Guarantor on account of such subrogation rights at any time when payment made hereunder prior to the payment in full of all Obligations of the Obligations shall not have been paid in full or the Commitments shall not have been terminated, such amount Company and each other Obligor shall be held by such Guarantor in trust for the Administrative benefit of the Lender Parties and shall immediately be paid to the Agent and the Lenders, segregated from other funds of such Guarantor, credited and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the ObligationsObligations of the Company and each other Obligor, whether matured or unmatured, in such order as required by accordance with the applicable terms of the Credit Documents.Agreement; provided, however, that if

Subrogation, etc. Notwithstanding At any time that a payment or payments is made by any Guarantor with respect to the Obligations, such Guarantor shall have a right of contribution against each other Obligor and each other Obligor shall have an obligation to indemnify such Guarantor in the Guarantors hereunder or any set-off or application maximum amount permitted by Applicable Law, which right of funds contribution and indemnity shall be subject to adjustment at the time of any subsequent payment with respect to the Obligations; PROVIDED, HOWEVER, that the maximum aggregate liability of any Guarantor shall not exceed the Guarantors by maximum amount of liability that such Guarantor can incur without rendering such contribution and indemnity rights void or voidable under Applicable Law relating to fraudulent conveyance or fraudulent transfers, and not for any Lendergreater amount; PROVIDED, FURTHER, HOWEVER, that no Guarantor shall will exercise any of the rights of the Administrative Agent or any Lender which the Guarantor it may acquire by way reason of subrogation, by any payment made hereunder, whether by reason way of such set-off or application rights of funds subrogation, reimbursement or otherwise, against until the Company or any other Guarantor or any collateral security or guarantee or right of set-off held by any Lender for the payment of the Obligationsprior payment, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Administrative Agent and the Lenders by the Company on account of the Obligations are paid in full and in cash, of all Obligations of the Commitments are terminatedBorrowers and each other Obligor. If any Any amount shall be paid to any Guarantor on account of such subrogation rights at any time when payment made hereunder prior to the payment in full of all Obligations of the Obligations shall not have been paid in full or the Commitments shall not have been terminated, such amount Borrowers and each other Obligor shall be held by such Guarantor in trust for the Administrative Agent benefit of the Lender Parties and the Lenders, segregated from other funds each holder of such Guarantor, a Note and shall, forthwith upon receipt by such Guarantor, shall immediately be turned over paid to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be and credited and applied against the ObligationsObligations of the Borrowers and each other Obligor, whether matured or unmatured, in such order as required by accordance with the applicable terms of the Credit Documents.Agreement; PROVIDED, HOWEVER, that if

Subrogation, etc. Notwithstanding any payment or payments made by any of the Guarantors hereunder Guarantor hereunder, or any set-off or application of funds of any of the Guarantors Guarantor by any Lender, no the Guarantor shall not exercise any of the rights of the Administrative Agent or any Lender which the Guarantor may acquire by way of subrogation, by any payment made hereunder, by reason of such set-off or application of funds or otherwise, against the Company or any other Guarantor or any collateral security or guarantee or right of set-off held by any Lender for the payment of the Obligations, nor shall any the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Administrative Agent and the Lenders by the Company on account of the Obligations are paid in full and the Commitments are terminated. If any amount shall be paid to any the Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid in full or the Commitments shall not have been terminated, such amount shall be held by such the Guarantor in trust for the Administrative Agent and the Lenders, segregated from other funds of such the Guarantor, and shall, forthwith upon receipt by such the Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such the Guarantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmatured, in such order as required by the applicable Credit Documents.

Subrogation, etc. Notwithstanding At any time that a payment or payments is made by any Guarantor with respect to the Obligations, such Guarantor shall have a right of contribution against the Guarantors hereunder Company and each other Person (other than any Lender Party) obligated under, or otherwise a party to, any set-off or application Loan Document (each, an "Obligor") and each other Obligor shall have an obligation to indemnify such Guarantor in me maximum amount permitted by applicable law, which right of funds contribution and indemnity shall be subject to adjustment at the time of any subsequent payment with respect to the Obligations; provided, however, that the maximum aggregate liability of any Guarantor shall not exceed the Guarantors by maximum amount of liability that such Guarantor can incur without rendering such contribution and indemnity rights void or voidable under applicable law relating to fraudulent conveyance or fraudulent transfers or similar law, and not for any Lendergreater amount; provided, further, however, that no Guarantor shall will exercise any of the rights of the Administrative Agent or any Lender which the Guarantor it may acquire by way reason of subrogation, by any payment made hereunder, whether by reason way of such set-off or application rights of funds subrogation, 159 reimbursement or otherwise, against until the Company or any other Guarantor or any collateral security or guarantee or right of set-off held by any Lender for the payment of the Obligationsprior payment, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the Administrative Agent and the Lenders by the Company on account of the Obligations are paid in full and in cash, of all Obligations of the Company and each other Obligor and the termination of the Commitments are terminatedand the expiry of the Letters of Credit. If any Any amount shall be paid to any Guarantor on account of such subrogation rights at any time when payment made hereunder prior to the payment in full of all Obligations of the Obligations shall not have been paid in full or the Commitments shall not have been terminated, such amount Company and each other Obligor shall be held by such Guarantor in trust for the Administrative benefit of the Lender Parties and shall immediately be paid to the Agent and the Lenders, segregated from other funds of such Guarantor, credited and shall, forthwith upon receipt by such Guarantor, be turned over to the Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the ObligationsObligations of the Company and each other Obligor, whether matured or unmatured, in such order as required by accordance with the applicable terms of the Credit Documents.Agreement; provided, however, that if