Subrogation; Marshalling. Until the Discharge of First Lien Debt, the Second Lien Secured Parties agree that they shall not exercise any rights of subrogation in respect of any payments or distributions received by the First Lien Secured Parties nor shall they be entitled to any assignment of any First Lien Debt or Second Lien Debt or of any Collateral for or guarantees or evidence of any thereof. Following the Discharge of First Lien Debt, each First Lien Secured Party agrees to execute such documents, agreements, and instruments as any Second Lien Secured Party may reasonably request to evidence the transfer by subrogation to any such Person of an interest in the First Lien Debt resulting from payments or distributions to such First Lien Secured Party by such Person. Until the Discharge of First Lien Debt, Second Lien Agent agrees not to assert and hereby waives, to the fullest extent permitted by law, any right to demand, request, plead or otherwise assert or otherwise claim the benefit of, any marshalling, appraisal, valuation or other similar right that may otherwise be available under applicable law with respect to the Collateral or any other similar rights a junior secured creditor may have under applicable law.
Subrogation; Marshalling. Junior Creditor shall not be subrogated to, or be entitled to any assignment of any Senior Debt or Junior Debt or of any collateral for or guarantees or evidence of any thereof until all of the Senior Debt is indefeasibly paid and satisfied in full. Junior Creditor hereby waives any and all rights to have any collateral or any part thereof granted to or held by Senior Creditor marshalled upon any foreclosure or other disposition of such collateral by Senior Creditor or Debtor with the consent of Senior Creditor.
Subrogation; Marshalling. Junior Creditor shall not be subrogated to, or be entitled to any assignment of any Senior Debt or Junior Debt or of any collateral for or guarantees or evidence of any thereof until Senior Creditors shall have received payment in full of all of the Senior Debt. Junior Creditor hereby waives any and all rights to have any collateral or any part thereof granted to or held by any Senior Creditor marshalled upon any foreclosure or other disposition of such collateral by any Senior Creditor or Debtor with the consent of Senior Creditor Agent. For purposes of such subrogation, no payments or distributions to the Senior Creditors of any cash, property or securities to which the Junior Creditors would be entitled except for the provisions of this Subordination Agreement and no payment over pursuant to the provisions of this Subordination Agreement to the Senior Creditors by or for the account of Junior Creditor shall, as among Debtor and its creditors (other than Senior Creditors and Junior Creditor) be deemed to be a payment or distribution by Debtor to or on account of the Senior Debt, it being understood that the provisions of this Subordination Agreement are intended solely for the purpose of defining the relative rights of the Junior Creditor and the Senior Creditors. If Junior Creditor has any rights to payment from Debtor as a result of subrogation to Senior Creditors pursuant to this Section 3(e), Debtor shall, upon the written request of Junior Creditor, take such actions as may be required in order to enable Junior Creditor to obtain such payments.
Subrogation; Marshalling. (a) The Collateral Agent agrees that no payment or distribution to any ABL Secured Party pursuant to the provisions of this Intercreditor Agreement shall entitle any Noteholder Secured Party to exercise any rights of subrogation in respect thereof until the Discharge of Priority Debt shall have occurred. Following the Discharge of Priority Debt, each the ABL Lender agrees to execute such documents, agreements, and instruments as the Collateral Agent or any Noteholder Secured Party may reasonably request to evidence the transfer by subrogation to any the Collateral Agent, for the benefit of the Noteholder Secured Parties, of an interest in the First Priority Debt resulting from payments or distributions to such ABL Secured Party by such Person, so long as all reasonable costs and expenses (including all reasonable legal fees and disbursements) incurred in connection therewith by such ABL Secured Party are paid by such Person upon request for payment thereof.
(b) The Noteholder Secured Parties hereby waive any and all rights to have any ABL Collateral or any part thereof granted to or held by ABL Lender marshaled upon any foreclosure or other disposition of such ABL Collateral by ABL Lender or any Borrower without the consent of ABL Lender, and ABL Secured Parties hereby waive any and all rights to have any ABL Collateral or any part thereof granted to or held by Collateral Agent or any other Noteholder Secured Party marshaled upon any foreclosure or other disposition of such ABL Collateral by Collateral Agent or any Noteholder Secured Party or any Borrower without the consent of Noteholder Secured Parties, in each case subject to the other terms of this Intercreditor Agreement.
Subrogation; Marshalling. The Subordinated Creditor shall not be subrogated to, or be entitled to any assignment of any Senior Indebtedness or evidence of the Senior Indebtedness or any Security until all Senior Indebtedness is indefeasibly paid and satisfied in full. The Subordinated Creditor hereby waives any and all rights to have any Security or any part thereof granted to the Agent and/or the Lenders marshaled in any Insolvency Proceedings or upon any foreclosure or other disposition of such Collateral by the Agent and/or the Lenders or otherwise.
Subrogation; Marshalling. No Creditor shall be subrogated to, or be entitled to any assignment of any of its Creditors’ Debt or of any Collateral or guarantees or evidence of any thereof, until all of the Creditors’ Debt of the other Creditors is indefeasibly paid and satisfied in full and such other Creditor’s financing arrangements with Borrowers have been terminated. Each Creditor hereby waives any and all rights to have any Collateral, or any part thereof, granted to the other Creditor marshaled upon any foreclosure or other disposition of such Collateral by such other Creditor, or any Borrower with the consent of such other Creditor, and waives any right to require the other Creditor to seek recourse against or satisfaction of the indebtedness owing by any Borrower to it from one source before recourse or satisfaction from any other source.
Subrogation; Marshalling. The Holder shall not be subrogated to, or be entitled to any assignment of any Senior Debt or of any collateral for or guarantees or evidence of any thereof until all of the Payment in Full of all of the Senior Debt. The Holder hereby waives any and all rights to have any collateral or any part thereof granted to or held by Senior Loan Agent marshaled upon any foreclosure or other disposition of such collateral by Senior Loan Agent or Borrower with the consent of Senior Loan Agent.
Subrogation; Marshalling. Junior Creditor shall not be subrogated to, or be entitled to any assignment of any Senior Debt or Junior Debt or of any collateral for or guarantees or evidence of any thereof until all of the Senior Debt is indefeasibly paid and satisfied in full. Junior Creditor hereby waives any and all rights to have any collateral or any part thereof granted to or held by Senior Creditor marshalled upon any foreclosure or other disposition of such collateral by Senior Creditor or Debtor with the consent of Senior Creditor. When the Senior Debt shall have been indefeasibly paid in full and discharged and all the Senior Creditor Agreements have been terminated, to the extent permitted by law, the Junior Creditor shall, to the extent permitted by law, be subrogated to the rights of the Senior Creditor to receive payments or distribution of assets in respect of the Junior Debt.
Subrogation; Marshalling. Note Creditors shall not be subrogated ------------------------ to, or be entitled to any assignment of any Lender Debt or Noteholder Debt or of any Collateral or guarantees or evidence of any thereof until the payment in full of the Lender Debt. Each Note Creditor hereby waives any and all rights to have any Collateral or any part thereof granted to Creditor marshalled upon any foreclosure or other disposition of such collateral by Creditor or a Debtor.
Subrogation; Marshalling. The Subordinated Creditors shall not be subrogated to, or be entitled to any assignment of, any Senior Indebtedness or evidence of Senior Indebtedness or any Security until all Senior Indebtedness is indefeasibly paid and satisfied in full. The Subordinated Creditors hereby waive any and all rights to have any Security or any part thereof granted to the Lender marshaled in any Insolvency Proceedings or upon any foreclosure or other disposition of such Security by the Lender or otherwise.
