Common use of Waiver of Guarantor’s rights Clause in Contracts

Waiver of Guarantor’s rights. Until all the Guaranteed Liabilities have been paid, discharged or satisfied in full (and notwithstanding payment of a dividend in any liquidation or under any compromise or arrangement) the Guarantor agrees that, without the prior written consent of the Bank, it will not: 2.9.1 exercise its rights of subrogation, reimbursement and indemnity against the Borrower or any other person liable; 2.9.2 demand or accept repayment in whole or in part of any indebtedness now or hereafter due to the Guarantor from the Borrower or from any other person liable or demand or accept any Collateral Instrument in respect of the same or dispose of the same; 2.9.3 take any step to enforce any right against the Borrower or any other person liable in respect of any Guaranteed Liabilities; or 2.9.4 claim any set-off or counterclaim against the Borrower or any other person liable or claim or prove in competition with the Bank in the liquidation of the Borrower or any other person liable or have the benefit of, or share in, any payment from or composition with, the Borrower or any other person liable or any other Collateral Instrument now or hereafter held by the Bank for any Guaranteed Liabilities or for the obligations or liabilities of any other person liable but so that, if so directed by the Bank, it will prove for the whole or any part of its claim in the liquidation of the Borrower or any other person liable on terms that the benefit of such proof and of all money received by it in respect thereof shall be held on trust for the Bank and applied in or towards discharge of the Guaranteed Liabilities in such manner as the Bank shall deem appropriate.

Appears in 4 contracts

Samples: Facility Agreement (Globus Maritime LTD), Corporate Guarantee (Safe Bulkers, Inc.), Corporate Guarantee (Safe Bulkers, Inc.)

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Waiver of Guarantor’s rights. Until all the Guaranteed Liabilities have been paid, discharged or satisfied in full (and notwithstanding payment of a dividend in any liquidation or under any compromise or arrangement) the each Guarantor agrees that, without the prior written consent of the BankAgent, it will not: 2.9.1 (a) exercise its rights of subrogation, reimbursement and indemnity against the Borrower any other Obligor or any other person liable;; or 2.9.2 (b) demand or accept repayment any security to be executed in whole or in part respect of any indebtedness of its obligations under this Guarantee or any other Indebtedness now or hereafter due to the such Guarantor from any other member of the Borrower Restricted Group or from any other person liable or demand or accept any Collateral Instrument in respect of the same or dispose of the same;liable; or 2.9.3 (c) take any step to or enforce any right against the Borrower any Obligor or any other person liable in respect of any Guaranteed Liabilities; or 2.9.4 claim (d) exercise any right of set-off or counterclaim against the Borrower any other Obligor or any other person liable or claim or prove or vote as a creditor in competition with the Bank Agent, the Arranger, the Security Trustee or any of the Banks in the liquidation liquidation, administration or other insolvency proceeding of the Borrower any other Obligor or any other person liable or have the benefit of, or share in, any payment from or composition with, the Borrower any other Obligor or any other person liable or any other Collateral Instrument now or hereafter held by the Bank Agent, the Arranger, the Security Trustee or any of the Banks for any Guaranteed Liabilities or for the obligations or liabilities of any other person liable but so that, if so directed by the BankAgent, it will prove for the whole or any part of its claim in the liquidation of the Borrower or any other person liable Obligor on terms that the benefit of such proof and of all money received by it in respect thereof shall be held on trust for the Bank Banks, the Arranger, the Security Trustee and the Agent and applied in or towards discharge of the Guaranteed Liabilities in such manner as the Bank Agent shall deem appropriate.

Appears in 3 contracts

Samples: Loan Agreement (United International Holdings Inc), Loan Agreement (United Pan Europe Communications Nv), Loan Agreement (United Pan Europe Communications Nv)

Waiver of Guarantor’s rights. Until all the Guaranteed Liabilities have been paid, discharged or satisfied in full (and notwithstanding payment of a dividend in any liquidation or under any compromise or arrangement) the each Guarantor agrees that, without the prior written consent of the BankAgent, it will not: 2.9.1 10.10.1 exercise its rights of subrogation, reimbursement and indemnity against the Borrower any other Obligor or any other person liable;; or 2.9.2 10.10.2 demand or accept repayment any security to be executed in whole or in part respect of any indebtedness of its obligations under this Guarantee or any other Indebtedness now or hereafter due to such Obligor from any other member of the Guarantor from the Borrower Group or from any other person liable or demand or accept any Collateral Instrument in respect of the same or dispose of the same;liable; or 2.9.3 10.10.3 take any step to or enforce any right against the Borrower any other Obligor or any other person liable in respect of any Guaranteed Liabilities; or 2.9.4 claim 10.10.4 exercise any right of set-off or counterclaim against the Borrower any other Obligor or any other person liable or claim or prove or vote as a creditor in competition with any of the Bank Finance Parties in the liquidation liquidation, administration or other insolvency proceeding of the Borrower any other Obligor or any other person liable or have the benefit of, or share in, any payment from or composition with, the Borrower any other Obligor or any other person liable or any other Collateral Instrument now or hereafter held by any of the Bank Finance Parties for any Guaranteed Liabilities or for the obligations or liabilities of any other person liable but so that, if so directed by the BankAgent, it will prove for the whole or any part of its claim in the liquidation of the Borrower or any other person liable Obligor on terms that the benefit of such proof and of all money received by it in respect thereof shall be held on trust for the Bank Finance Parties and applied in or towards discharge of the Guaranteed Liabilities in such manner as the Bank Agent shall deem appropriate.

Appears in 3 contracts

Samples: Supplemental Agreement (Global Telesystems Inc), Loan Agreement (Global Telesystems Inc), Loan Agreement (Global Telesystems Europe B V)

Waiver of Guarantor’s rights. Until all the Guaranteed Liabilities have been paid, discharged or satisfied in full (and notwithstanding payment of a dividend in any liquidation or under any compromise or arrangement) the each Guarantor agrees that, without the prior written consent of the BankAgent, it will not: 2.9.1 19.9.1 exercise its rights of subrogation, reimbursement and indemnity against the Borrower any other Obligor or any other person liable;; or 2.9.2 19.9.2 demand or accept repayment in whole or in part of any indebtedness Indebtedness now or hereafter due as a consequence of entering into this Agreement as a Guarantor or making a payment under this Agreement as a Guarantor, due to the such Guarantor from the Borrower any other Group Member or from any other person liable or demand or accept any Collateral Instrument in respect of the same or dispose of the same;; or 2.9.3 19.9.3 take any step to enforce any right either against the Borrower any other Obligor arising as a consequence of entering into this Agreement as a Guarantor or making a payment under this Agreement as a Guarantor or against any other person liable in respect of any Guaranteed Liabilities; or 2.9.4 19.9.4 claim any set-off or counterclaim against the Borrower any other Obligor or any other person liable or claim or prove in competition with the Bank any Finance Party in the liquidation of the Borrower any other Obligor or any other person liable or have the benefit of, or share in, any payment from or composition with, the Borrower any other Obligor or any other person liable or any other Collateral Instrument now or hereafter held by the Bank any Finance Party for any Guaranteed Liabilities or for the obligations or liabilities of any other person liable but so that, if so directed by the BankAgent, it will prove for the whole or any part of its claim in the liquidation of the Borrower or any other person liable Obligor on terms that the benefit of such proof and of all money received by it in respect thereof shall be held on trust for the Bank Finance Parties and applied in or towards discharge of the Guaranteed Liabilities in such manner as accordance with the Bank shall deem appropriateorder set out in clause 28.5.1 (Partial payments).

Appears in 2 contracts

Samples: Facility Agreement (British Sky Broadcasting Group PLC), Facility Agreement (British Sky Broadcasting Group PLC)

Waiver of Guarantor’s rights. Until all the Guaranteed Liabilities have been paid, discharged or satisfied in full (and notwithstanding payment of a dividend in any liquidation or under any compromise or arrangement) the Guarantor agrees that, that it will not in connection with the Guaranteed Liabilities (without the prior written consent of the Bank, it will not:Security Trustee or other than as permitted under the terms of the Agreement): 2.9.1 (a) exercise its any rights of subrogation, reimbursement and contribution or indemnity against the Borrower Borrowers or any other person liable; 2.9.2 (b) demand or accept repayment any Encumbrance to be granted in whole or in part respect of any indebtedness of its obligations under this Guarantee or any other Indebtedness now or hereafter due to the Guarantor from the Borrower Borrowers or from any other person liable or demand or accept any Collateral Instrument in respect of the same or dispose of the sameliable; 2.9.3 (c) take any step to enforce any right against the Borrower Borrowers or any other person liable in respect of any Guaranteed Liabilities; or 2.9.4 claim (d) exercise any right of set-off or counterclaim against the Borrower Borrowers or any other person liable or claim or prove or vote as a creditor in competition with the Bank Beneficiaries in the liquidation liquidation, administration or other insolvency proceeding of the any Borrower or any other person liable or have the benefit of, or share in, any payment from or composition with, the any Borrower or any other person liable or any other Collateral Instrument now or hereafter held by the Bank Beneficiaries for any Guaranteed Liabilities or for the obligations or liabilities of any other person liable but so that, if so directed by the Bank, it will prove for the whole or any part of its claim in the liquidation of the Borrower or any other person liable on terms that the benefit of such proof and of all money received by it in respect thereof shall be held on trust for the Bank and applied in or towards discharge of the Guaranteed Liabilities in such manner as the Bank shall deem appropriateliable.

Appears in 2 contracts

Samples: Loan Agreement (Cordiant Communications Group PLC /Adr), Loan Agreement (Cordiant Communications Group PLC /Adr)

Waiver of Guarantor’s rights. Until all the Guaranteed Liabilities have been paid, discharged or satisfied in full (and notwithstanding payment of a dividend in any liquidation or under any compromise or arrangement) the Guarantor agrees that, without the prior written consent of the BankSecurity Agent, it will not: 2.9.1 exercise its rights of subrogation, reimbursement and indemnity against the Borrower Borrowers or either of them or any other person liableliable in respect of any Guaranteed Liabilities; 2.9.2 demand or accept repayment in whole or in part of any indebtedness Indebtedness now or hereafter due to the Guarantor from the Borrower Borrowers or either of them or from any other person liable in respect of any Guaranteed Liabilities or demand or accept any Collateral Instrument in respect of the same or dispose of the same; 2.9.3 take any step to enforce any right against the Borrower Borrowers or either of them or any other person liable in respect of any Guaranteed Liabilities; orand 2.9.4 claim any set-off or counterclaim against the Borrower Borrowers or either of them or any other person liable or claim or prove in competition with the Bank Security Agent or any of the Secured Creditors in the liquidation of the Borrower Borrowers or either of them or any other person liable in respect of any Guaranteed Liabilities or have the benefit of, or share in, any payment from or composition with, the Borrower Borrowers or either of them or any other person liable in respect of any Guaranteed Liabilities or any other Collateral Instrument now or hereafter held by the Bank Security Agent or any of the Secured Creditors for any Guaranteed Liabilities or for the obligations or liabilities of any other person liable but so that, if so directed by the BankSecurity Agent, it will prove for the whole or any part of its claim in the liquidation of the Borrower Borrowers or either of them or any other person liable in respect of any Guaranteed Liabilities on terms that the benefit of such proof and of all money moneys received by it in respect thereof shall be held on trust for the Bank Security Agent and applied in or towards discharge of the Guaranteed Liabilities in such manner as the Bank Security Agent shall deem appropriate.

Appears in 2 contracts

Samples: Loan Agreement (Quintana Shipping Ltd.), Loan Agreement (Quintana Shipping Ltd.)

Waiver of Guarantor’s rights. Until all the Guaranteed Liabilities have been paid, discharged or satisfied in full (and notwithstanding payment of a dividend in any liquidation or under any compromise or arrangement) the Guarantor agrees that, without the prior written consent of the BankAgent (acting on the instructions of the Majority Banks), it will not: 2.9.1 exercise its rights of subrogation, reimbursement and indemnity against the Borrower or any other person liable; 2.9.2 demand or accept repayment in whole or in part of any indebtedness Indebtedness now or hereafter due to the Guarantor from the Borrower Borrowers or any of them or from any other person liable or demand or accept any Collateral Instrument in respect of the same or dispose of the same; 2.9.3 take any step to enforce any right against the Borrower Borrowers or any of them or any other person liable in respect of any Guaranteed Liabilities; or 2.9.4 claim any set-off or counterclaim against the Borrower Borrowers or any of them or any other person liable or claim or prove in competition with any of the Bank Mortgagees in the liquidation of the Borrower Borrowers or any of them or any other person liable or have the benefit of, or share in, any payment from or composition with, the Borrower Borrowers or any of them or any other person liable or any other Collateral Instrument now or hereafter held by the Bank Mortgagees or any of them for any Guaranteed Liabilities or for the obligations or liabilities of any other person liable but so that, if so directed by the BankAgent (acting on the instructions of the Majority Banks), it will prove for the whole or any part of its claim in the liquidation of the Borrower Borrowers or any of them or any other person liable on terms that the benefit of such proof and of all money received by it in respect thereof shall be held on trust for the Bank Mortgagees and applied in or towards discharge of the Guaranteed Liabilities in such manner as the Bank Banks shall deem appropriate.

Appears in 2 contracts

Samples: Loan Agreement (Aegean Marine Petroleum Network Inc.), Third Supplemental Agreement (Aegean Marine Petroleum Network Inc.)

Waiver of Guarantor’s rights. Until all the Guaranteed Liabilities have been paid, discharged or satisfied in full (and notwithstanding payment of a dividend in any liquidation or under any compromise or arrangement) the Guarantor agrees that, without the prior written consent of the BankSecurity Agent (acting on the instructions of the Majority Banks), it will not: 2.9.1 exercise its rights of subrogation, reimbursement and indemnity against the Borrower Borrowers or any of them or any other person liable; 2.9.2 demand or accept repayment in whole or in part of any indebtedness Indebtedness now or hereafter due to the Guarantor from the Borrower Borrowers or any of them or from any other person liable or demand or accept any Collateral Instrument in respect of the same or dispose of the same; 2.9.3 take any step to enforce any right against the Borrower Borrowers or any of them or any other person liable in respect of any Guaranteed Liabilities; or 2.9.4 claim any set-off or counterclaim against the Borrower Borrowers or any of them or any other person liable or claim or prove in competition with the Bank Security Agent or any of the Secured Creditors in the liquidation of the Borrower Borrowers or any of them or any other person liable or have the benefit of, or share in, any payment from or composition with, with the Borrower Borrowers or any of them or any other person liable or any other Collateral Instrument now or hereafter held by the Bank Security Agent or any of the Secured Creditors for any Guaranteed Liabilities or for the obligations or liabilities of any other person liable but so that, if so directed by the BankSecurity Agent, it will prove for the whole or any part of its claim in the liquidation of the Borrower Borrowers or any of them or any other person liable on terms that the benefit of such proof and of all money received by it in respect thereof shall be held on trust for the Bank Security Agent and applied in or towards discharge of the Guaranteed Liabilities in such manner as the Bank Security Agent shall deem appropriate.

Appears in 2 contracts

Samples: Loan Agreement (Poseidon Containers Holdings Corp.), Loan Agreement (Euronav NV)

Waiver of Guarantor’s rights. Until all the Guaranteed Liabilities have been paid, discharged or satisfied in full (and notwithstanding payment of a dividend in any liquidation or under any compromise or arrangement) the Guarantor agrees that, without the prior written consent of the BankSecurity Trustee, it will not: 2.9.1 : exercise its rights of subrogation, reimbursement and indemnity against the Borrower Borrowers (or any of them) or any other person liable; 2.9.2 ; demand or accept repayment in whole or in part of any indebtedness now or hereafter due to the Guarantor from the Borrower Borrowers (or any of them) or from any other person liable or demand or accept any Collateral Instrument in respect of the same or dispose of the same; 2.9.3 ; take any step to enforce any right against the Borrower Borrowers (or any of them) or any other person liable in respect of any Guaranteed Liabilities; or 2.9.4 or claim any set-off or counterclaim against the Borrower Borrowers (or any of them) or any other person liable or claim or prove in competition with the Bank Creditors or any of them in the liquidation of the Borrower Borrowers (or any of them) or any other person liable or have the benefit of, or share in, any payment from or composition with, the Borrower Borrowers (or any of them) or any other person liable or any other Collateral Instrument now or hereafter held by the Bank Creditors for any Guaranteed Liabilities or for the obligations or liabilities of any other person liable but so that, if so directed by the BankSecurity Trustee, it will prove for the whole or any part of its claim in the liquidation of the Borrower Borrowers (or any of them) or any other person liable on terms that the benefit of such proof and of all money received by it in respect thereof shall be held on trust for the Bank Creditors and applied in or towards discharge of the Guaranteed Liabilities in such manner as the Bank Security Trustee shall deem appropriate.

Appears in 1 contract

Samples: Loan Agreement (Mc Shipping Inc)

Waiver of Guarantor’s rights. Until all the Guaranteed Liabilities have been paid, discharged or satisfied in full (and notwithstanding payment of a dividend in any liquidation or under any compromise or arrangement) the Guarantor agrees that, without the prior written consent of the BankSecurity Agent (acting on the instructions of the Majority Banks), it will not: 2.9.1 exercise its rights of subrogation, reimbursement and indemnity against the Borrower Borrowers or any of them or any other person liable; 2.9.2 demand or accept repayment in whole or in part of any indebtedness Indebtedness now or hereafter due to the Guarantor from the Borrower Borrowers or any of them or from any other person liable or demand or accept any Collateral Instrument in respect of the same or dispose of the same; 2.9.3 take any step to enforce any right against the Borrower Borrowers or any of them or any other person liable in respect of any Guaranteed Liabilities; or 2.9.4 claim any set-off or counterclaim against the Borrower Borrowers or any of them or any other person liable or claim or prove in competition with the Bank Security Agent or any of the Secured Creditors in the liquidation of the Borrower Borrowers or any of them or any other person liable or have the benefit of, or share in, any payment from or composition with, with the Borrower Borrowers or any of them or any other person liable or any other Collateral Instrument instrument now or hereafter held by the Bank Security Agent or any of the Secured Creditors for any Guaranteed Liabilities or for the obligations or liabilities of any other person liable but so that, if so directed by the BankSecurity Agent, it will prove for the whole or any part of its claim in the liquidation of the Borrower Borrowers or any of them or any other person liable on terms that the benefit of such proof and of all money received by it in respect thereof shall be held on trust for the Bank Security Agent and applied in or towards discharge of the Guaranteed Liabilities in such manner as the Bank Security Agent shall deem appropriate.

Appears in 1 contract

Samples: Loan Agreement (Euronav NV)

Waiver of Guarantor’s rights. Until all the Guaranteed Liabilities have been paid, discharged or satisfied in full (and notwithstanding payment of a dividend in any liquidation or under any compromise or arrangement) the Guarantor agrees that, without the prior written consent of the BankSecurity Agent, it will not: 2.9.1 exercise its rights of subrogation, reimbursement and indemnity against the Borrower Borrowers or either of them or any other person liable; 2.9.2 demand or accept repayment in whole or in part of any indebtedness Indebtedness now or hereafter due to the Guarantor from the Borrower Borrowers or either of them or from any other person liable or demand or accept any Collateral Instrument in respect of the same or dispose of the same; 2.9.3 take any step to enforce any right against the Borrower Borrowers or either of them or any other person liable in respect of any Guaranteed Liabilitiesliable; or 2.9.4 claim any set-off or counterclaim against the Borrower Borrowers or any other person liable or claim or prove in competition with the Bank Security Agent or any of the Secured Creditors in the liquidation of the Borrower Borrowers or either of them or any other person liable or have the benefit of, or share in, any payment from or composition with, the Borrower Borrowers or any other person liable or any other Collateral Instrument now or hereafter held by the Bank Security Agent or any of the Secured Creditors for any Guaranteed Liabilities or for the obligations or liabilities of any other person liable but so that, if so directed by the BankSecurity Agent, it will prove for the whole or any part of its claim in the liquidation of the Borrower Borrowers or either of them or any other person liable on terms that the benefit of such proof and of all money received by it in respect thereof shall be held on trust for the Bank Security Agent and applied in or towards discharge of the Guaranteed Liabilities in such manner as the Bank Security Agent shall deem appropriate. The Guarantor also hereby waives unconditionally and unreservedly its rights under Articles 855, 861, 862, 863, 866, 867 and 868 of the Greek Civil Code.

Appears in 1 contract

Samples: Loan Agreement (Quintana Shipping Ltd.)

Waiver of Guarantor’s rights. Until all the Guaranteed Liabilities have been paid, discharged or satisfied in full (and notwithstanding payment of a dividend in any liquidation or under any compromise or arrangement) the Guarantor agrees that, without the prior written consent of the BankSecurity Agent, it will not: 2.9.1 exercise its rights of subrogation, reimbursement and indemnity against the Borrower Borrowers or any of them or any other person liableliable in respect of any Guaranteed Liabilities; 2.9.2 demand or accept repayment in whole or in part of any indebtedness Indebtedness now or hereafter due to the Guarantor from the Borrower Borrowers or any of them or from any other person liable in respect of any Guaranteed Liabilities or demand or accept any Collateral Instrument in respect of the same or dispose of the same; 2.9.3 take any step to enforce any right against the Borrower Borrowers or any of them or any other person liable in respect of any Guaranteed Liabilities; orand 2.9.4 claim any set-off or counterclaim against the Borrower Borrowers or any of them or any other person liable or claim or prove in competition with the Bank Security Agent or any of the Secured Creditors in the liquidation of the Borrower Borrowers or any of them or any other person liable in respect of any Guaranteed Liabilities or have the benefit of, or share in, any payment from or composition with, the Borrower Borrowers or any of them or any other person liable in respect of any Guaranteed Liabilities or any other Collateral Instrument now or hereafter held by the Bank Security Agent or any of the Secured Creditors for any Guaranteed Liabilities or for the obligations or liabilities of any other person liable but so that, if so directed by the BankSecurity Agent, it will prove for the whole or any part of its claim in the liquidation of the Borrower Borrowers or any of them or any other person liable in respect of any Guaranteed Liabilities on terms that the benefit of such proof and of all money moneys received by it in respect thereof shall be held on trust for the Bank Security Agent and applied in or towards discharge of the Guaranteed Liabilities in such manner as the Bank Security Agent shall deem appropriate.

Appears in 1 contract

Samples: Loan Agreement (Quintana Shipping Ltd.)

Waiver of Guarantor’s rights. Until all the Guaranteed Liabilities have been paid, discharged or satisfied in full (and notwithstanding payment of a dividend in any liquidation or under any compromise or arrangement) the each Guarantor agrees that, without the prior written consent of the BankSecurity Agent, it will not: 2.9.1 exercise its rights of subrogation, reimbursement reimbursement, contribution and indemnity against the any Borrower or any other person liable; 2.9.2 demand or accept repayment in whole or in part of any indebtedness Indebtedness now or hereafter due to the that Guarantor from the Borrower Borrowers or from any other person liable or demand or accept any Collateral Instrument in respect of the same or dispose of the same; 2.9.3 take any step to enforce any right against the any Borrower or any other person liable in respect of any ofany Guaranteed Liabilities; or 2.9.4 claim any set-off or counterclaim against the any Borrower or any other person liable or claim or prove in competition with the Bank Security Agent or any of the Finance Parties in the liquidation of the any Borrower or any other person liable or have the benefit of, or share in, any payment from or composition with, the with any Borrower or any other person liable or any other Collateral Instrument now or hereafter held by the Bank Security Agent or any of the Finance Parties for any Guaranteed Liabilities or for the obligations or liabilities of any other person liable but so that, if so directed by the BankSecurity Agent, it will prove for the whole or any part of its claim in the liquidation of the any Borrower or any other person liable on terms that the benefit of such proof and of all money received by it in respect thereof shall be held on trust for the Bank Security Agent (for the account of each Finance Party) and applied in or towards discharge of the Guaranteed Liabilities in such manner as the Bank Security Agent shall deem appropriate.

Appears in 1 contract

Samples: On Delivery Facility Agreement (Paragon Shipping Inc.)

Waiver of Guarantor’s rights. Until all the Guaranteed Liabilities have been paid, discharged or satisfied in full (and notwithstanding payment of a dividend in any liquidation or under any compromise or arrangement) the each Guarantor agrees that, without the prior written consent of the BankSecurity Agent, not to be unreasonably withheld, it will not: 2.9.1 exercise its rights of subrogation, reimbursement reimbursement, contribution and indemnity against the any Borrower or any other person liable; 2.9.2 demand or accept repayment in whole or in part of any indebtedness Indebtedness now or hereafter due to the that Guarantor from the Borrower Borrowers or from any other person liable or demand or accept any Collateral Instrument in respect of the same or dispose of the same; 2.9.3 take any step to enforce any right against the any Borrower or any other person liable in respect of any Guaranteed Liabilities; or 2.9.4 claim any set-off or counterclaim against the any Borrower or any other person liable or claim or prove in competition with the Bank Security Agent or any of the Finance Parties in the liquidation of the any Borrower or any other person liable or have the benefit of, or share in, any payment from or composition with, the with any Borrower or any other person liable or any other Collateral Instrument now or hereafter held by the Bank Security Agent or any of the Finance Parties for any Guaranteed Liabilities or for the obligations or liabilities of any other person liable but so that, if so directed by the BankSecurity Agent, it will prove for the whole or any part of its claim in the liquidation of the any Borrower or any other person liable on terms that the benefit of such proof and of all money received by it in respect thereof shall be held on trust for the Bank Security Agent and applied in or towards discharge of the Guaranteed Liabilities in such manner as the Bank Security Agent shall deem appropriate.

Appears in 1 contract

Samples: On Delivery Buyer Credit Facility Agreement (DryShips Inc.)

Waiver of Guarantor’s rights. Until all the Guaranteed Liabilities have been paid, discharged or satisfied in full (and notwithstanding payment of a dividend in any liquidation or under any compromise or arrangement) the Guarantor agrees that, without the prior written consent of the BankSecurity Trustee, it will not: 2.9.1 15.8.1 exercise its any rights of subrogation, reimbursement and contribution or indemnity against the Borrower or any other person liable; 2.9.2 15.8.2 demand or accept repayment any Encumbrance to be executed or created in whole or in part respect of any indebtedness of its obligations under this Guarantee or any other Indebtedness now or hereafter due to the Guarantor from the Borrower or from any other person liable or demand or accept any Collateral Instrument in respect of the same or dispose of the sameliable; 2.9.3 15.8.3 take any step to enforce any right against the Borrower or any other person liable in respect of any Guaranteed Liabilities; or 2.9.4 claim 15.8.4 exercise any right of set-off or counterclaim against the Borrower or any other person liable or claim or prove or vote as a creditor in competition with any of the Bank Creditors in the liquidation liquidation, administration or other insolvency proceeding of the Borrower or any other person liable or have the benefit of, or share in, any payment from or composition with, the Borrower or any other person liable or any other Collateral Instrument now or hereafter held by any of the Bank Creditors for any Guaranteed Liabilities or for the obligations or liabilities of any other person liable but so that, if so directed by the Bank, it will prove for the whole or any part of its claim in the liquidation of the Borrower or any other person liable on terms that the benefit of such proof and of all money received by it in respect thereof shall be held on trust for the Bank and applied in or towards discharge of the Guaranteed Liabilities in such manner as the Bank shall deem appropriateliable.

Appears in 1 contract

Samples: Senior Secured Revolving Credit Facility Agreement (Gulfmark Offshore Inc)

Waiver of Guarantor’s rights. Until all the Guaranteed Liabilities have been paid, discharged or satisfied in full (and notwithstanding payment of a dividend in any liquidation or under any compromise or arrangement) the each Guarantor agrees that, without the prior written consent of the BankAgent, it will not: 2.9.1 (a) exercise its rights of subrogation, reimbursement and indemnity against the Borrower any other Obligor or any other person liable;; or 2.9.2 (b) demand or accept repayment any security to be executed in whole or in part respect of any indebtedness of its obligations under this Guarantee or any other Indebtedness now or hereafter due to the such Guarantor from any other member of the Borrower Group or from any other person liable or demand or accept any Collateral Instrument in respect of the same or dispose of the same;liable; or 2.9.3 (c) take any step to or enforce any right against the Borrower any other Obligor or any other person liable in respect of any Guaranteed Liabilities; or 2.9.4 claim (d) exercise any right of set-off or counterclaim against the Borrower any other Obligor or any other person liable or claim or prove or vote as a creditor in competition with the Bank Agent, either of the Arrangers, the Security Trustee or any of the Banks in the liquidation liquidation, administration or other insolvency proceeding of the Borrower any other Obligor or any other person liable or have the benefit of, or share in, any payment from from, or composition with, the Borrower any other Obligor or any other person liable or any other Collateral Instrument now or hereafter held by the Bank Agent, either of the Arrangers, the Security Trustee or any of the Banks for any Guaranteed Liabilities or for the obligations or liabilities of any other person liable but so that, if so directed by the BankAgent, it will prove for the whole or any part of its claim in the liquidation of the Borrower or any other person liable Obligor on terms that the benefit of such proof and of all money received by it in respect thereof shall be held on trust for the Bank Banks, the Arrangers, the Security Trustee and the Agent and applied in or towards discharge of the Guaranteed Liabilities in such manner as the Bank Agent shall deem appropriate.

Appears in 1 contract

Samples: Loan Agreement (United International Holdings Inc)

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Waiver of Guarantor’s rights. Until all the Guaranteed Liabilities have been paid, discharged or satisfied in full (and notwithstanding payment of a dividend in any liquidation or under any compromise or arrangement) the Guarantor agrees that, without the prior written consent of the BankSecurity Agent, it will not: 2.9.1 exercise its rights of subrogation, reimbursement and indemnity against the Borrower Borrowers or any of them or any other person liable; 2.9.2 demand or accept repayment in whole or in part of any indebtedness Indebtedness now or hereafter due to the Guarantor from the Borrower Borrowers or any of them or from any other person liable or demand or accept any Collateral Instrument in respect of the same or dispose of the same; 2.9.3 take any step to enforce any right against the Borrower Borrowers or any of them or any other person liable in respect of any Guaranteed Liabilitiesliable; or 2.9.4 claim any set-off or counterclaim against the Borrower Borrowers or any other person liable or claim or prove in competition with the Bank Security Agent or any of the Secured Creditors in the liquidation of the Borrower Borrowers or any of them or any other person liable or have the benefit of, or share in, any payment from or composition with, the Borrower Borrowers or any other person liable or any other Collateral Instrument now or hereafter held by the Bank Security Agent or any of the Secured Creditors for any Guaranteed Liabilities or for the obligations or liabilities of any other person liable but so that, if so directed by the BankSecurity Agent, it will prove for the whole or any part of its claim in the liquidation of the Borrower Borrowers or any of them or any other person liable on terms that the benefit of such proof and of all money received by it in respect thereof shall be held on trust for the Bank Security Agent and applied in or towards discharge of the Guaranteed Liabilities in such manner as the Bank Security Agent shall deem appropriate. The Guarantor also hereby waives unconditionally and unreservedly its rights under Articles 855, 861, 862, 863, 866, 867 and 868 of the Greek Civil Code.

Appears in 1 contract

Samples: Loan Agreement (Quintana Shipping Ltd.)

Waiver of Guarantor’s rights. Until all the Guaranteed Liabilities have been paid, discharged or satisfied in full (and notwithstanding payment of a dividend in any liquidation or under any compromise or arrangement) the Guarantor agrees that, without the prior written consent of the Bank, it will not: 2.9.1 exercise its rights of subrogation, reimbursement and indemnity against the Borrower Borrowers or any either of them or either other person liable; 2.9.2 demand or accept repayment in whole or in part of any indebtedness now or hereafter due to the Guarantor from the Borrower Borrowers or either of them or from any other person liable or demand or accept any Collateral Instrument in respect of the same or dispose of the same; 2.9.3 take any step to enforce any right against the Borrower Borrowers or either of them or any other person liable in respect of any Guaranteed Liabilities; or 2.9.4 claim any set-off or counterclaim against the Borrower Borrowers or either of them or any other person liable or claim or prove in competition with the Bank in the liquidation of the Borrower Borrowers or either of them or any other person liable or have the benefit of, or share in, any payment from or composition with, the Borrower Borrowers or any other person liable or any other Collateral Instrument now or hereafter held by the Bank for any Guaranteed Liabilities or for the obligations or liabilities of any other person liable but so that, if so directed by the Bank, it will prove for the whole or any part of its claim in the liquidation of the Borrower Borrowers or either of them or any other person liable on terms that the benefit of such proof and of all money received by it in respect thereof shall be held on trust for the Bank and applied in or towards discharge of the Guaranteed Liabilities in such manner as the Bank shall deem appropriate. The Guarantor also hereby waives unconditionally and unreservedly its rights under Articles 855, 861, 862, 863, 866, 867 and 868 of the Greek Civil Code.

Appears in 1 contract

Samples: Second Supplemental Agreement (Aegean Marine Petroleum Network Inc.)

Waiver of Guarantor’s rights. Until all the Guaranteed Liabilities have been paid, discharged or satisfied in full (and notwithstanding payment of a dividend in any liquidation or under any compromise or arrangement) the each Guarantor agrees that, without the prior written consent of the BankAgent, it will not: 2.9.1 (a) exercise its rights of subrogation, reimbursement and indemnity against the Borrower any other Obligor or UPC or any other person liable;; or 2.9.2 (b) demand or accept repayment any security to be executed in whole or in part respect of any indebtedness of its obligations under this Guarantee or any other Indebtedness now or hereafter due to the such Guarantor from any other member of the Borrower Restricted Group or UPC or from any other person liable or demand or accept any Collateral Instrument in respect of the same or dispose of the same;liable; or 2.9.3 (c) take any step to or enforce any right against the Borrower any Obligor or UPC or any other person liable in respect of any Guaranteed Liabilities; or 2.9.4 claim (d) exercise any right of set-off or counterclaim against the Borrower any other Obligor or UPC or any other person liable or claim or prove or vote as a creditor in competition with any of the Bank Secured Parties in the liquidation bankruptcy, liquidation, administration or other insolvency proceeding of the Borrower any other Obligor or UPC or any other person liable or have the benefit of, or share in, any payment from or composition with, the Borrower any other Obligor or UPC or any other person liable or any other Collateral Instrument now or hereafter held by any of the Bank for any Secured Parties of the Guaranteed Liabilities or for the obligations or liabilities of any other person liable but so that, if so directed by the BankAgent, it will prove for the whole or any part of its claim in the liquidation of the Borrower or any other person liable Obligor or UPC, as the case may be, on terms that the benefit of such proof and of all money received by it in respect thereof shall immediately be held on trust transferred to an account to be designated by the Security Agent for the Bank Secured Parties and applied in or towards discharge of the Guaranteed Liabilities in such manner as accordance with the Bank shall deem appropriateSecurity Deed.

Appears in 1 contract

Samples: Loan and Note Issuance Agreement (United Pan Europe Communications Nv)

Waiver of Guarantor’s rights. Until all the Guaranteed Liabilities have been paid, discharged or satisfied in full (and notwithstanding payment of a dividend in any liquidation or under any compromise or arrangement) the Guarantor agrees that, without the prior written consent of the BankSecurity Agent (acting on the instructions of the Majority Banks), it will not: 2.9.1 exercise its rights of subrogation, reimbursement and indemnity against the Borrower Borrowers or either of them or any other person liable; 2.9.2 demand or accept repayment in whole or in part of any indebtedness Indebtedness now or hereafter due to the Guarantor from the Borrower Borrowers or either of them or from any other person liable or demand or accept any Collateral Instrument in respect of the same or dispose of the same; 2.9.3 take any step to enforce any right against the Borrower Borrowers or either of them or any other person liable in respect of any Guaranteed Liabilities; or 2.9.4 claim any set-off or counterclaim against the Borrower Borrowers or either of them or any other person liable or claim or prove in competition with the Bank Security Agent or any of the Secured Creditors in the liquidation of the Borrower Borrowers or either of them or any other person liable or have the benefit of, or share in, any payment from or composition with, with the Borrower Borrowers or either of them or any other person liable or any other Collateral Instrument now or hereafter held by the Bank Security Agent or any of the Secured Creditors for any Guaranteed Liabilities or for the obligations or liabilities of any other person liable but so that, if so directed by the BankSecurity Agent, it will prove for the whole or any part of its claim in the liquidation of the Borrower Borrowers or either of them or any other person liable on terms that the benefit of such proof and of all money received by it in respect thereof shall be held on trust for the Bank Security Agent and applied in or towards discharge of the Guaranteed Liabilities in such manner as the Bank Security Agent shall deem appropriate.

Appears in 1 contract

Samples: Supplemental Agreement (Diana Shipping Inc.)

Waiver of Guarantor’s rights. Until all the Guaranteed Liabilities have been paid, discharged or satisfied in full (and notwithstanding payment of a dividend in any liquidation or under any compromise or arrangement) the Guarantor agrees that, without the prior written consent of the Bank, it will not: 2.9.1 exercise its rights of subrogation, reimbursement and indemnity against the Borrower Borrowers or either of them or any other person liable; 2.9.2 demand or accept repayment in whole or in part of any indebtedness Indebtedness now or hereafter due to the Guarantor from the Borrower Borrowers or either of them or from any other person liable or demand or accept any Collateral Instrument in respect of the same or dispose of the same; 2.9.3 take any step to enforce any right against the Borrower Borrowers or either of them or any other person liable in respect of any Guaranteed Liabilities; or 2.9.4 claim any set-off or counterclaim against the Borrower Borrowers or either of them or any other person liable or claim or prove in competition with the Bank in the liquidation of the Borrower Borrowers or either of them or any other person liable or have the benefit of, or share in, any payment from or composition with, with the Borrower Borrowers or either of them or any other person liable or any other Collateral Instrument now or hereafter held by the Bank for any Guaranteed Liabilities or for the obligations or liabilities of any other person liable but so that, if so directed by the Bank, it will prove for the whole or any part of its claim in the liquidation of the Borrower Borrowers or either of them or any other person liable on terms that the benefit of such proof and of all money received by it in respect thereof shall be held on trust for the Bank and applied in or towards discharge of the Guaranteed Liabilities in such manner as the Bank shall deem appropriate.

Appears in 1 contract

Samples: Second Supplemental Agreement (Aegean Marine Petroleum Network Inc.)

Waiver of Guarantor’s rights. Until all the Guaranteed Liabilities have been paid, discharged or satisfied in full (and notwithstanding payment of a dividend in any liquidation or under any compromise or arrangement) the Guarantor agrees that, without the prior written consent of the BankSecurity Agent (acting on the instructions of the Majority Banks), it will not: 2.9.1 exercise its rights of subrogation, reimbursement and indemnity against the Borrower or any other person liable; 2.9.2 demand or accept repayment in whole or in part of any indebtedness Indebtedness now or hereafter due to the Guarantor from the Borrower or from any other person liable or demand or accept any Collateral Instrument in respect of the same or dispose of the same; 2.9.3 take any step to enforce any right against the Borrower or any other person liable in respect of any Guaranteed Liabilities; or 2.9.4 claim any set-off or counterclaim against the Borrower or any other person liable or claim or prove in competition with the Bank Security Agent or any of the Secured Creditors in the liquidation of the Borrower or any other person liable or have the benefit of, or share in, any payment from or composition with, with the Borrower or any other person liable or any other Collateral Instrument now or hereafter held by the Bank Security Agent or any of the Secured Creditors for any Guaranteed Liabilities or for the obligations or liabilities of any other person liable but so that, if so directed by the BankSecurity Agent, it will prove for the whole or any part of its claim in the liquidation of the Borrower or any other person liable on terms that the benefit of such proof and of all money received by it in respect thereof shall be held on trust for the Bank Security Agent and applied in or towards discharge of the Guaranteed Liabilities in such manner as the Bank Security Agent shall deem appropriate.

Appears in 1 contract

Samples: Loan Agreement (DryShips Inc.)

Waiver of Guarantor’s rights. Until all the Guaranteed Liabilities have been paid, discharged or satisfied in full (and notwithstanding payment of a dividend in any liquidation or under any compromise or arrangement) the each Guarantor agrees that, without the prior written consent of the BankAgent, it will not: 2.9.1 (a) exercise its rights of subrogation, reimbursement and indemnity against the Borrower any other Obligor or any other person liable;; or 2.9.2 (b) demand or accept repayment any security to be executed in whole or in part respect of any indebtedness of its obligations under this Guarantee or any other Indebtedness now or hereafter due to the such Guarantor from any other member of the Borrower Group or from any other person liable or demand or accept any Collateral Instrument in respect of the same or dispose of the same;liable; or 2.9.3 (c) take any step to or enforce any right against the Borrower any Obligor or any other person liable in respect of any Guaranteed Liabilities; or 2.9.4 claim (d) exercise any right of set-off or counterclaim against the Borrower any other Obligor or any other person liable or claim or prove or vote as a creditor in competition with any of the Bank Secured Parties in the liquidation bankruptcy, liquidation, administration or other insolvency proceeding of the Borrower any other Obligor or any other person liable or have the benefit of, or share in, any payment from or composition with, the Borrower any other Obligor or any other person liable or any other Collateral Instrument now or hereafter held by any of the Bank for any Secured Parties of the Guaranteed Liabilities or for the obligations or liabilities of any other person liable but so that, if so directed by the BankAgent, it will prove for the whole or any part of its claim in the liquidation of the Borrower or any other person liable Obligor on terms that the benefit of such proof and of all money received by it in respect thereof shall immediately be held on trust transferred to an account to be designated by the Security Agent for the Bank Secured Parties and applied in or towards discharge of the Guaranteed Liabilities in such manner as accordance with the Bank shall deem appropriateSecurity Deed.

Appears in 1 contract

Samples: Loan Agreement (United International Holdings Inc)

Waiver of Guarantor’s rights. Until all the Guaranteed Liabilities have been paid, discharged or satisfied in full (and notwithstanding payment of a dividend in any liquidation or under any compromise or arrangement) the each Guarantor agrees that, without the prior written consent of the BankAgent, it will not: 2.9.1 (a) exercise its rights of subrogation, reimbursement and indemnity against the Borrower any other Obligor or any other person liable;; or 2.9.2 (b) demand or accept repayment in whole or in part of any indebtedness Indebtedness now or hereafter due as a consequence of entering into this Agreement as a Guarantor or making a payment under this Agreement as a Guarantor, due to the such Guarantor from the Borrower any other Group Member or from any other person liable or demand or accept any Collateral Instrument in respect of the same or dispose of the same;; or 2.9.3 (c) take any step to enforce any right either against the Borrower any other Obligor arising as a consequence of entering into this Agreement as a Guarantor or making a payment under this Agreement as a Guarantor or against any other person liable in respect of any Guaranteed Liabilities; or 2.9.4 (d) claim any set-set off or counterclaim against the Borrower any other Obligor or any other person liable or claim or prove in competition with the Bank any Finance Party in the liquidation of the Borrower any other Obligor or any other person liable or have the benefit of, or share in, any payment from or composition with, the Borrower any other Obligor or any other person liable or any other Collateral Instrument now or hereafter held by the Bank any Finance Party for any Guaranteed Liabilities or for the obligations or liabilities of any other person liable but so that, if so directed by the BankAgent, it will prove for the whole or any part of its claim in the liquidation of the Borrower or any other person liable Obligor on terms that the benefit of such proof and of all money received by it in respect thereof shall be held on trust for the Bank Finance Parties and applied in or towards discharge of the Guaranteed Liabilities in such manner as accordance with the Bank shall deem appropriateorder set out in Clause 28.6(a) (Partial payments).

Appears in 1 contract

Samples: Facility Agreement (British Sky Broadcasting Group PLC)

Waiver of Guarantor’s rights. Until all the Guaranteed Liabilities have been paid, discharged or satisfied in full (and notwithstanding payment of a dividend in any liquidation or under any compromise or arrangement) the Guarantor agrees that, without the prior written consent of the Bank, it will not: 2.9.1 exercise its rights of subrogation, reimbursement and indemnity against the Borrower or any other person liable; 2.9.2 demand or accept repayment in whole or in part of any indebtedness now or hereafter due to the Guarantor from the Borrower or from any other person liable or demand or accept any Collateral Instrument in respect of the same or dispose of the same; 2.9.3 take any step to enforce any right against the Borrower or any other person liable in respect of any Guaranteed Liabilities; or 2.9.4 claim any set-off or counterclaim against the Borrower or any other person liable or claim or prove in competition with the Bank in the liquidation of the Borrower or any other person liable or have the benefit of, or share in, any payment from or composition with, the Borrower or any other person liable or any other Collateral Instrument now or hereafter held by the Bank for any Guaranteed Liabilities or for the obligations or liabilities of any other person liable but so that, if so directed by the Bank, it will prove for the whole or any part of its claim in the liquidation of the Borrower or any other person liable on terms that the benefit of such proof and of all money received by it in respect thereof shall be held on trust for the Bank and applied in or towards discharge of the Guaranteed Liabilities in such manner as the Bank shall deem appropriate. The Guarantor also hereby waives unconditionally and unreservedly its rights under Articles 855, 861, 862, 863, 866, 867 and 868 of the Greek Civil Code.

Appears in 1 contract

Samples: Loan Agreement (Aegean Marine Petroleum Network Inc.)

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