Common use of Subrogation to Rights of Holders of Senior Indebtedness Clause in Contracts

Subrogation to Rights of Holders of Senior Indebtedness. After the payment in full of all Senior Indebtedness, the Holders of the Notes shall be subrogated (equally and ratably with the holders of all indebtedness of the Company which by its express terms is subordinated to Senior Indebtedness to substantially the same extent as the Notes are so subordinated and which is entitled to like rights of subrogation as a result of the payments made to the holders of Senior Indebtedness) to the rights of the holders of Senior Indebtedness to receive payments and distributions of cash, property and securities applicable to Senior Indebtedness until all amounts owing on the Notes shall be paid in full. For purposes of such subrogation, no payments or distributions to the holders of Senior Indebtedness by or on behalf of the Company or by or on behalf of the Holders by virtue of this Article which otherwise would have been made to the Holders shall, as between the Company, its creditors other than holders of Senior Indebtedness, and the Holders of the Notes, be deemed to be a payment or distribution by the Company to or on account of the Senior Indebtedness.

Subrogation to Rights of Holders of Senior Indebtedness. After the payment in full of all Senior Indebtedness, the Holders of the Notes shall Securities will be subrogated (equally and ratably with the holders of all indebtedness of the Company Issuers which by its express terms is subordinated to Senior Indebtedness to substantially the same extent as the Notes Securities are so subordinated and which is entitled to like rights of subrogation as a result of the payments made to the holders of Senior Indebtedness) to the rights of the holders of Senior Indebtedness to receive payments and distributions of cash, property and securities applicable to Senior Indebtedness until all amounts owing on the Notes shall Securities will be paid in fullfull in cash or Cash Equivalents. For purposes of such subrogation, no payments payment or distributions to the holders of Senior Indebtedness by or on behalf of the Company Issuers or by or on behalf of the Holders by virtue of this Article XI which otherwise would have been made to the Holders shallwill, as between the CompanyIssuers, its creditors other than holders of Senior Indebtedness, and the Holders of the NotesSecurities, be deemed decreed to be a payment or distribution by the Company Issuers to or on account of the Senior Indebtedness.

Subrogation to Rights of Holders of Senior Indebtedness. After Subject to the payment in full of all Senior Indebtedness, the Holders of the Notes shall be subrogated (equally and ratably with the holders of all indebtedness of the Company which by its express terms is subordinated to Senior Indebtedness indebtedness of the Company to substantially the same extent as the Notes are so subordinated and which is entitled to like rights of subrogation as a result of the payments made to the holders of Senior Indebtednesssubrogation) to the rights of the holders of such Senior Indebtedness to receive payments and distributions of cash, property and securities applicable to the Senior Indebtedness until all amounts owing the principal of and premium, if any, and interest on the Notes shall be paid in full. For purposes of such subrogation, no payments or distributions to the holders of the Senior Indebtedness of any cash, property or securities to which the Holders of the Notes or the Trustee would otherwise be entitled except for the provisions of this Article, and no payments pursuant to the provisions of this Article to the holders of Senior Indebtedness by or on behalf Holders of the Company Notes or by or on behalf of the Holders by virtue of this Article which otherwise would have been made to the Holders Trustee, shall, as between among the Company, its creditors other than holders of Senior Indebtedness, Indebtedness and the Holders of the Notes, be deemed to be a payment or distribution by the Company to or on account of the Senior Indebtedness.

Subrogation to Rights of Holders of Senior Indebtedness. After the payment in full of all Senior Indebtedness, the Holders of the Notes Securities shall be subrogated (equally and ratably with the holders of all indebtedness of the Company which by its express terms is subordinated to Senior Indebtedness to substantially the same extent as the Notes Securities are so subordinated and which is entitled to like rights of subrogation as a result of the payments made to the holders of Senior Indebtedness) to the rights of the holders of Senior Indebtedness to receive payments and distributions of cash, property and securities applicable to Senior Indebtedness until all amounts owing on the Notes Securities shall be paid in full. For purposes of such subrogation, no payments or distributions to the holders of Senior Indebtedness by or on behalf of the Company or by or on behalf of the Holders by virtue of this Article which otherwise would have been made to the Holders shall, as between the Company, its creditors other than holders of Senior Indebtedness, and the Holders of the NotesSecurities, be deemed to be a payment or distribution by the Company to or on account of the Senior Indebtedness.

Subrogation to Rights of Holders of Senior Indebtedness. After the Upon payment in full of all Senior Indebtedness, the Holders of the Notes Holder shall be subrogated (equally and ratably with the holders of all indebtedness Indebtedness of the Company which that by its express terms is subordinated to Senior Indebtedness of the Company to substantially the same extent as the Notes are so this Security is subordinated and which is entitled to like rights of subrogation as a result of the payments made to the holders of Senior Indebtedness) to the rights of the holders of such Senior Indebtedness to receive payments and distributions of cash, property and securities applicable to the Senior Indebtedness until all amounts owing on to the Notes shall be paid in fullextent that payments and distributions otherwise payable to the Holder have been applied to the payment of Senior Indebtedness as provided by this Article 9. For purposes of such subrogation, no payments or distributions to the holders of the Senior Indebtedness of any cash, property or securities to which the Holder would be entitled, except for the provisions of this Article 9, and no payments over pursuant to the provisions of this Article 9 to the holders of Senior Indebtedness by or on behalf of the Company or by or on behalf of the Holders by virtue of this Article which otherwise would have been made to the Holders Holder, shall, as between among the Company, its creditors other than holders of Senior Indebtedness, Indebtedness and the Holders of the NotesHolder, be deemed to be a payment or distribution by the Company to or on account of the Senior Indebtedness.

Subrogation to Rights of Holders of Senior Indebtedness. After the payment in full of all Senior Indebtedness, the Holders of the Notes Securities of each series hereunder shall be subrogated (equally and ratably with the holders of all indebtedness of the Company which by its express terms is subordinated to Senior Indebtedness to substantially the same extent as the Notes are so subordinated and which is entitled to like rights of subrogation as a result of the payments made to the holders of Senior Indebtedness) to the rights of the holders of Senior Indebtedness at the time outstanding to receive payments and distributions of cash, property and securities applicable to the Senior Indebtedness until all amounts owing payable for or on the Notes account of such Securities shall be paid in full; provided, however, that no payment or distribution to any holder or owner of Senior Indebtedness pursuant to this Article IX shall entitle any Holder of Securities to exercise any rights of subrogation in respect thereof until all Senior Indebtedness shall have been paid in full. For purposes of such subrogation, no payments or distributions to the holders of Senior Indebtedness by of any cash, property or on behalf of the Company or by or on behalf of securities to which the Holders by virtue of Securities would be entitled except for the provisions of this Article which otherwise would have been made to the Holders IX, shall, as between among the Company, its creditors other than holders of Senior Indebtedness, Indebtedness and the holders of Senior Indebtedness and the Holders of the NotesSecurities, be deemed to be a payment or distribution by the Company to or on account of the Senior Indebtedness.

Subrogation to Rights of Holders of Senior Indebtedness. After Subject to the payment in full of all Senior Indebtedness, the Holders of the Notes shall be subrogated (equally and ratably with the holders of all indebtedness of the Company which by its express terms is subordinated to Senior Indebtedness indebtedness of the Company to substantially the same extent as the Notes are so subordinated and which is entitled to like rights of subrogation as a result of the payments made to the holders of Senior Indebtednesssubrogation) to the rights of the holders of such Senior Indebtedness to receive payments and distributions of cash, property and securities applicable to the Senior Indebtedness until all amounts owing the principal of, premium, if any, and interest on the Notes shall be paid in full. For purposes of such subrogation, no payments or distributions to the holders of the Senior Indebtedness of any cash, property or securities to which the Holders of the Notes or the Trustee would be entitled except for the provisions of this Article, and no payments over pursuant to the provisions of this Article to the holders of Senior Indebtedness by or on behalf Holders of the Company Notes or by or on behalf of the Holders by virtue of this Article which otherwise would have been made to the Holders Trustee, shall, as between among the Company, its creditors other than holders of Senior Indebtedness, Indebtedness and the Holders of the Notes, be deemed to be a payment or distribution by the Company to or on account of the Senior Indebtedness.

Subrogation to Rights of Holders of Senior Indebtedness. After Subject to the payment in full of all Senior Indebtedness, the Holders of the Notes shall be subrogated (equally and ratably with the holders of all indebtedness of the Company which by its express terms is subordinated to Senior Indebtedness of the Company to substantially the same extent as the Notes are so subordinated and which is entitled to like rights of subrogation as a result of the payments made to the holders of Senior Indebtednesssubrogation) to the rights of the holders of such Senior Indebtedness to receive payments and distributions of cash, property and securities applicable to any Senior Indebtedness until all amounts owing the principal of (and premium, if any) and interest on the Notes shall be paid in full. For purposes of such subrogation, no payments or distributions to the holders of any Senior Indebtedness of any cash, property or securities to which the Holders of the Notes or the Trustee would be entitled except for the provisions of this Article 12, and no payments over pursuant to the provisions of this Article 12 to the holders of Senior Indebtedness by or on behalf Holders of the Company Notes or by or on behalf of the Holders by virtue of this Article which otherwise would have been made to the Holders Trustee, shall, as between among the Company, its creditors other than holders of Senior Indebtedness, Indebtedness and the Holders of the Notes, be deemed to be a payment or distribution by the Company to or on account of the any Senior Indebtedness.

Subrogation to Rights of Holders of Senior Indebtedness. After Subject to the payment in full of all Senior Indebtedness, the Holders of the Notes shall be subrogated to the extent of the payments or distributions made to the holders of such Senior Indebtedness pursuant to the provisions of this Article 9 (equally and ratably with the holders of all indebtedness of the Company which by its express terms is subordinated to not Senior Indebtedness to substantially the same extent as the Notes are so subordinated and which is entitled to like rights of subrogation as a result of the payments made to the holders of Senior Indebtednesssubrogation) to the rights of the holders of such Senior Indebtedness to receive payments and distributions of cash, property and securities applicable to the Senior Indebtedness until all amounts owing the principal of and interest on the Notes shall be paid in full. For purposes of such subrogation, no payments or distributions to the holders of Senior Indebtedness by of any cash, property or on behalf of securities to which Holders would be entitled except for the Company or by or on behalf of the Holders by virtue provisions of this Article which otherwise would have been made 9, and no payments over pursuant to the Holders provisions of this Article 9 to the holders of Senior Indebtedness by Holders, shall, as between among the Company, its creditors other than holders of Senior Indebtedness, Indebtedness and the Holders of the Notes, be deemed to be a payment or distribution by the Company to or on account of the Senior Indebtedness.

Subrogation to Rights of Holders of Senior Indebtedness. After the Upon payment in full of all Senior Indebtedness, the Holders of the Notes Holder shall be subrogated (equally and ratably with the holders of all indebtedness Indebtedness of the Company which that by its express terms is subordinated to Senior Indebtedness of the Company to substantially the same extent as the Notes are so this Security is subordinated and which is entitled to like rights of subrogation as a result of the payments made to the holders of Senior Indebtedness) to the rights of the holders of such Senior Indebtedness to receive payments and distributions of cash, property and securities applicable to the Senior Indebtedness until all amounts owing on to the Notes shall be paid in fullextent that payments and distributions otherwise payable to the Holder have been applied to the payment of Senior Indebtedness as provided by this Article 9. For purposes of such subrogation, no - payments or distributions to the holders of the Senior Indebtedness of any cash, property or securities to which the Holder would be entitled, except for the provisions of this Article 9, and no payments over pursuant to the - provisions of this Article 9 to the holders of Senior Indebtedness by or on behalf of the Company or by or on behalf of the Holders by virtue of this Article which otherwise would have been made to the Holders - Holder, shall, as between among the Company, its creditors other than holders of Senior Indebtedness, Indebtedness and the Holders of the NotesHolder, be deemed to be a payment or distribution by the Company to or on account of the Senior Indebtedness.

Subrogation to Rights of Holders of Senior Indebtedness. After Senior Indebtedness shall not be deemed to have been paid in full unless the holders thereof shall have received cash, securities or other property, equal to the amount of such Senior Indebtedness then outstanding. Subject to the payment in full of all Senior Indebtedness, the rights of the Holders of the Notes Debentures shall be subrogated (equally and ratably with to the rights of any holders of all indebtedness of the Company which by its express terms is subordinated to Senior Indebtedness to substantially receive any further payments or distributions applicable to the same extent as Senior Indebtedness until the Notes are so subordinated principal of (and premium, if any) and interest on the Debentures shall be paid in full, by reason of such subrogation, of cash, property or securities which is entitled to like rights of subrogation as a result of the payments made would be paid or distributed to the holders of Senior Indebtedness) to the rights of the holders of Senior Indebtedness to receive payments and distributions of cash, property and securities applicable to Senior Indebtedness until all amounts owing on the Notes shall be paid in full. For purposes of such subrogation, no payments or distributions to the holders of Senior Indebtedness by or on behalf of the Company or by or on behalf of the Holders by virtue of this Article which otherwise would have been made to the Holders shall, as between among the Company, Company and its creditors other than holders of Senior Indebtedness, on the one hand, and the Holders of Debentures, on the Notesother, be deemed to be a payment or distribution by the Company to or on account of the Senior IndebtednessIndebtedness and not on account of the Convertible Debentures.

Subrogation to Rights of Holders of Senior Indebtedness. After the payment in full of all Senior Indebtedness, the Holders of the Notes shall Securities will be subrogated (equally and ratably with the holders of all indebtedness of the Company which by its express terms is subordinated to Senior Indebtedness to substantially the same extent as the Notes Securities are so subordinated and which is entitled to like rights of subrogation as a result of the payments made to the holders of Senior Indebtedness) to the rights of the holders of Senior Indebtedness to receive payments and distributions of cash, property and securities applicable to Senior Indebtedness until all amounts owing on the Notes shall Securities will be paid in fullfull in cash or cash equivalents. For purposes of such subrogation, no payments payment or distributions to the holders of Senior Indebtedness by or on behalf of the Company or by or on behalf of the Holders by virtue of this Article 14 which otherwise would have been made to the ---------- Holders shallwill, as between the Company, its creditors other than holders of Senior Indebtedness, and the Holders of the Notes106 Securities, be deemed decreed to be a payment or distribution by the Company to or on account of the Senior Indebtedness.

Subrogation to Rights of Holders of Senior Indebtedness. After the payment in full of all Senior Indebtedness, the Holders of the Notes Securities shall be subrogated (equally and ratably with the holders of all indebtedness of the Company which by its express terms is subordinated to Senior Indebtedness to substantially the same extent as the Notes Securities are so subordinated and which is entitled to like rights of subrogation as a result of the payments made to the holders of Senior Indebtedness) to the rights of the holders of Senior Indebtedness to receive payments and distributions of cash, property and securities applicable to Senior Indebtedness until all amounts owing on the Notes Securities shall be paid in fullfull in cash or cash equivalents. For purposes of such subrogation, no payments payment or distributions to the holders of Senior Indebtedness by or on behalf of the Company or by or on behalf of the Holders by virtue of this Article which otherwise would have been made to the Holders shall, as between the Company, its creditors other than holders of Senior Indebtedness, and the Holders of the NotesSecurities, be deemed decreed to be a payment or distribution by the Company to or on account of the Senior Indebtedness.

Subrogation to Rights of Holders of Senior Indebtedness. After the payment in full of all Senior Indebtedness, the Holders of the Notes shall be subrogated (equally and ratably with the holders of all indebtedness of the Company which by its express terms is subordinated to Senior Indebtedness to substantially the same extent as the Notes are so subordinated and which is entitled to like rights of subrogation as a result of the payments made to the holders of Senior Indebtedness) to the rights of the holders of Senior Indebtedness to receive payments and distributions of cash, property and securities Notes applicable to Senior Indebtedness until all amounts owing on the Notes shall be paid in full. For purposes of such subrogation, no payments or distributions to the holders of Senior Indebtedness by or on behalf of the Company or by or on behalf of the Holders by virtue of this Article which otherwise would have been made to the Holders shall, as between the Company, its creditors other than holders of Senior Indebtedness, and the Holders of the Notes, be deemed to be a payment or distribution by the Company to or on account of the Senior Indebtedness.

Subrogation to Rights of Holders of Senior Indebtedness. After Upon the payment in full of cash or cash equivalents of all Senior Indebtedness, the Holders of the Notes Securities shall be subrogated (equally and ratably with the holders of all indebtedness of the Company which by its express terms is subordinated to Senior Indebtedness to substantially the same extent as the Notes Securities are so subordinated and which is entitled to like rights of subrogation as a result of the payments made to the holders of Senior Indebtedness) to the rights of the holders of such Senior Indebtedness to receive payments and distributions of cash, property and securities applicable to the If any payment or distribution to which the Holders would otherwise have been entitled but for the provisions of this Article XIV shall have been applied, pursuant to the provisions of this Article XIV, to the payment of all amounts payable under the Senior Indebtedness until all amounts owing on of the Notes shall be paid in full. For purposes of Company and such subrogation, no payments or distributions received by such holders of such Senior Indebtedness shall be in excess of the amount sufficient to pay all amounts payable under or in respect of such Senior Indebtedness in full in cash or cash equivalents, then and in such case the Holders shall be entitled to receive the amount of such excess from the Company upon and to the extent of any return of such excess by the holders of Senior Indebtedness by or on behalf of the Company or by or on behalf of the Holders by virtue of this Article which otherwise would have been made to the Holders shall, as between the Company, its creditors other than holders of Senior Indebtedness, and the Holders of the Notes, be deemed to be a payment or distribution by the Company to or on account of the such Senior Indebtedness.

Subrogation to Rights of Holders of Senior Indebtedness. After Subject to the irrevocable payment in full in cash of all Senior Indebtedness, Indebtedness (and the Holders termination of all commitments of the Notes shall be subrogated (equally and ratably with Senior Lenders under the holders Senior Loan Agreement), each Noteholder shall, to the extent of all indebtedness of the Company which by its express terms is subordinated to Senior Indebtedness to substantially the same extent as the Notes are so subordinated and which is entitled to like rights of subrogation as a result of the payments or distributions made to the holders of Senior Indebtedness) Indebtedness pursuant to this Article which would otherwise be payable in respect of Obligations, be subrogated to the rights of the holders of Senior Indebtedness to receive payments and distributions of cash, property and securities applicable to the Senior Indebtedness until all amounts owing the principal of and interest on the Notes and all other Obligations shall be irrevocably paid in fullfull in cash. For purposes of such subrogation, no payments or distributions to the holders of Senior Indebtedness by of any cash, property or on behalf securities to which any Noteholder would be entitled except for the provisions of this Article, and no payments over pursuant to the Company or by or on behalf of the Holders by virtue provisions of this Article which otherwise would have been made to the Holders holders of Senior Indebtedness by the Noteholders, shall, as between the Company, Consolidated Estate and its creditors (other than holders of Senior Indebtedness), and the Holders of the NotesNoteholders, be deemed to be a payment or distribution by the Company Consolidated Estate to or on account of the Senior Indebtedness.

Subrogation to Rights of Holders of Senior Indebtedness. After the payment in full of all Senior Indebtedness, the Holders of the Notes Securities shall be subrogated (equally and ratably with the holders of all indebtedness of the Company which by its express terms is subordinated to Senior Indebtedness to substantially the same extent as the Notes Securities are so subordinated and which is entitled to like rights of subrogation as a result of the payments made to the holders of Senior Indebtedness) to the rights of the holders of Senior Indebtedness to receive payments and distributions of cash, property and securities applicable to Senior Indebtedness until all amounts owing on the Notes Securities shall be paid in full. For purposes of such subrogation, no payments payment or distributions to the holders of Senior Indebtedness by or on behalf of the Company or by or on behalf of the Holders by virtue of this Article which otherwise would have been made to the Holders shall, as between the Company, its creditors other than holders of Senior Indebtedness, and the Holders of the NotesSecurities, be deemed decreed to be a payment or distribution by the Company to or on account of the Senior Indebtedness.

Subrogation to Rights of Holders of Senior Indebtedness. After Subject to the payment in full of all Senior Indebtedness, and until the Notes are paid in full, the Holders of the Notes shall be subrogated (equally and ratably with the holders of all indebtedness of the Company which by its express terms is subordinated to Senior Indebtedness indebtedness of the Company to substantially the same extent as the Notes are so subordinated and which is entitled to like rights of subrogation as a result of the payments made to the holders of Senior Indebtednesssubrogation) to the rights of the holders of such Senior Indebtedness to receive payments and distributions of cash, property and securities applicable to the Senior Indebtedness until all amounts owing on to the extent that payments and distributions otherwise payable to Holders of Notes shall be paid in fullhave been applied to the payment of Senior Indebtedness as provided by this Article XII. For purposes of such subrogation, no payments or distributions to the holders of the Senior Indebtedness of any cash, property or securities to which the Holders of the Notes or the Trustee would be entitled, except for the provisions of this Article XII, and no payments over pursuant to the provisions of this Article XII to the holders of Senior Indebtedness by or on behalf Holders of the Company Notes or by or on behalf of the Holders by virtue of this Article which otherwise would have been made to the Holders Trustee, shall, as between among the Company, its creditors other than holders of Senior Indebtedness, Indebtedness and the Holders of the Notes, be deemed to be a payment or distribution by the Company to or on account of the Senior Indebtedness.