Common use of Xx Subrogation Clause in Contracts

Xx Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by any Buyer Party or any of their respective Affiliates, such Guarantor shall not be entitled to be subrogated to any of the rights of any Buyer Party against Seller or any collateral security or guarantee or right of offset held by any Buyer Party for the payment of such Guarantor’s Guaranty Obligations or Guaranty Expenses, nor shall such Guarantor seek or be entitled to seek any contribution, indemnity or reimbursement from the Seller in respect of payments made by such Guarantor hereunder, until the Termination Date. 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 and satisfied in full, such amount shall be held by such Guarantor in trust for the Buyer Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the applicable Buyer Parties in the exact form received by such Guarantor (duly indorsed by such Guarantor to any such Buyer Parties, if required), to be applied against the Obligations or Guaranty Obligations, as applicable, whether matured or unmatured, in such order as the Buyer Parties may determine.

Xx Subrogation. Notwithstanding any payment or payments made by any Guarantor hereunder or any set-off or application of funds of any Guarantor by any Buyer Party or any of their respective AffiliatesSecured Party, such no Guarantor shall not be entitled to be subrogated to any of the rights of any Buyer Secured Party against Seller the Borrower or any other Guarantor or any collateral security or guarantee or right of offset held by any Buyer Secured Party for the payment of such Guarantor’s Guaranty Obligations or Guaranty Expensesthe Borrower Obligations, nor shall such any Guarantor seek or be entitled to seek any contribution, indemnity contribution or reimbursement from the Seller Borrower or any other Guarantor in respect of payments made by such Guarantor hereunder, in either case, until all amounts owing to the Termination DateSecured Parties by the Borrower on account of the Borrower Obligations are paid in full, no Letter of Credit shall be outstanding and the Commitments under the Facilities are terminated. If any amount shall be paid to any Guarantor on account of such subrogation rights at any time when all of the Borrower Obligations shall not have been paid and satisfied in full, such amount shall be held by such Guarantor in trust for the Buyer Secured Parties, segregated from other funds of such Guarantor, and shall, forthwith upon receipt by such Guarantor, be turned over to the applicable Buyer Parties Administrative Agent in the exact form received by such Guarantor (duly indorsed by such Guarantor to any such Buyer Partiesthe Administrative Agent, if required), to be applied against the Obligations or Guaranty Borrower Obligations, as applicable, whether matured or unmatured, unmatured in such order as accordance with the Buyer Parties may determineprovisions of Section 7.5 hereof.

Xx Subrogation. Notwithstanding any payment or payments made by Holdings and each other Guarantor hereunder, neither Holdings nor any Guarantor hereunder or any set-off or application of funds of any Guarantor by any Buyer Party or any of their respective Affiliates, such other Guarantor shall not be entitled to be subrogated to any of the rights of the Trustee, the Notes Collateral Agent or any Buyer Party Holder against Seller Holdings, the Issuer or any other Guarantor or any collateral security or guarantee or right of offset held by the Trustee, the Notes Collateral Agent or any Buyer Party Holder for the payment of such Guarantor’s Guaranty Obligations or Guaranty Expensesthe Guaranteed Obligations, nor shall such Holdings or any other Guarantor seek or be entitled to seek any contribution, indemnity contribution or reimbursement from Holdings, the Seller Issuer or any other Guarantor in respect of payments made by Holdings or such other Guarantor hereunder, until all amounts owing to the Termination DateTrustee, the Notes Collateral Agent and the Holders by the Issuer on account of the Guaranteed Obligations are paid in full. If any amount shall be paid to Holdings or any other Guarantor on account of such subrogation rights at any time when all of the Guaranteed Obligations shall not have been paid and satisfied in full, such amount shall be held by Holdings or such other Guarantor in trust for the Buyer PartiesTrustee, the Notes Collateral Agent and the Holders, segregated from other funds of Holdings or such other Guarantor, and shall, forthwith upon receipt by Holdings or such other Guarantor, be turned over to the applicable Buyer Parties Trustee in the exact form received by Holdings or such other Guarantor (duly indorsed by Holdings or such other Guarantor to any such Buyer Partiesthe Trustee, if required), to be applied against the Obligations or Guaranty Guaranteed Obligations, as applicable, whether matured or unmatured, in such order as the Buyer Parties may determine.

Xx Subrogation. Notwithstanding any payment or payments made by any the Parent Guarantor hereunder or any set-off or application of funds of any Guarantor by any Buyer Party or any of their respective Affiliateshereunder, such the Parent Guarantor shall not be entitled to be subrogated to any of the rights of any Buyer Party holder of a Note against Seller the Issuer or any collateral security or guarantee Guarantee or right of offset held by any Buyer Party holder for the payment of such Guarantor’s Guaranty Obligations or Guaranty Expensesthe Obligations, nor shall such the Parent Guarantor seek or be entitled to seek any contribution, indemnity contribution or reimbursement from the Seller Issuer or any Subsidiary Guarantor in respect of payments made by such the Parent Guarantor hereunder, until all amounts owing to the Termination Dateholders of the Notes by the Issuer on account of the Obligations are paid in full. If any amount shall be paid to any the Parent Guarantor on account of such subrogation rights at any time when all of the Obligations shall not have been paid and satisfied in full, such amount shall be held by such the Parent Guarantor in trust for the Buyer Partiesholders of the Notes, segregated from other funds of such the Parent Guarantor, and shall, forthwith upon receipt by such the Parent Guarantor, be turned over to the applicable Buyer Parties holders of the Notes in the exact form received by such the Parent Guarantor (duly indorsed by such the Parent Guarantor to any such Buyer Partiesthe holders of the Notes, if required), to be applied against the Obligations or Guaranty Obligations, as applicable, whether matured or unmatured, in such order as the Buyer Parties may determine.