Common use of All Obligations to Constitute Joint and Several Obligations Clause in Contracts

All Obligations to Constitute Joint and Several Obligations. (a) All Obligations shall constitute joint and several obligations of the Borrowers and shall be secured by the Administrative Agent’s Lien upon all of the Collateral, and by all other Liens heretofore, now or at any time hereafter granted by each Borrower to the Administrative Agent, for the benefit of the Lender Group, to the extent provided in the Loan Documents or Bank Product Documents under which such Lien arises. Each Borrower expressly represents and acknowledges that it is part of a common enterprise with the other Borrowers and that any financial accommodations by the Administrative Agent, and the other members of the Lender Group to any other Borrower hereunder and under the other Loan Documents and the Bank Product Documents are and will be of direct and indirect interest, benefit and advantage to all Borrowers. Each Borrower acknowledges that any Request for Advance, Notice of Conversion/Continuation, Notice of Requested Commitment Increase, Request for Issuance of Letter of Credit or other notice or request given by any Borrower (including the Administrative Borrower) to the Administrative Agent shall bind all Borrowers, and that any notice given by the Administrative Agent or any other member of the Lender Group to any Borrower shall be effective with respect to all Borrowers. Each Borrower acknowledges and agrees that each Borrower shall be liable, on a joint and several basis, for all of the Loans and other Obligations, regardless of which Borrower actually may have received the proceeds of any of the Loans or other extensions of credit or have had Letters of Credit issued hereunder or the amount of such Loans received, Letters of Credit issued or the manner in which the Administrative Agent or any other member of the Lender Group accounts among the Borrowers for such Loans, Letters of Credit or other extensions of credit on its books and records, and further acknowledges and agrees that Loans and other extensions of credit to any Borrower inure to the mutual benefit of all of the Borrowers and that the Administrative Agent and the other members of the Lender Group are relying on the joint and several liability of the Borrowers in extending the Loans and other financial accommodations hereunder. Each Borrower shall be entitled to subrogation and contribution rights from and against the other Borrowers to the extent any Borrower is required to pay to any member of the Lender Group any amount in excess of the Loans advanced directly to, or other Obligations incurred directly by, such Borrower or as otherwise available under Applicable Law; provided, however, that such subrogation and contribution rights are and shall be subject to the terms and conditions of this Section 13.5.

All Obligations to Constitute Joint and Several Obligations. (a) All Obligations shall constitute joint and several obligations of the Borrowers and shall be secured by the Administrative Collateral Agent’s Lien upon all of the Collateral, and by all other Liens heretofore, now or at any time hereafter granted by each Borrower to the Administrative Collateral Agent, for the benefit of the Lender Group, to the extent provided in the Loan Documents or Bank Product Products Documents under which such Lien arises. Each Borrower expressly represents and acknowledges that it is part of a common enterprise with the other Borrowers and that any financial accommodations by the Administrative AgentAgents, and the other members of the Lender Group to any other Borrower hereunder and under the other Loan Documents and the Bank Product Products Documents are and will be of direct and indirect interest, benefit and advantage to all Borrowers. Each Borrower acknowledges that any Request for AdvanceLoan, Notice of Conversion/Continuation, Notice of Requested Commitment Increase, Request for Issuance of Letter of Credit or other notice or request given by any Borrower (including the Administrative Borrower) to the applicable Administrative Agent shall bind all Borrowers, and that any notice given by the such Administrative Agent or any other member of the Lender Group to any Borrower shall be effective with respect to all Borrowers. Each Borrower acknowledges and agrees that each Borrower shall be liable, on a joint and several basis, for all of the Loans and other Obligations, regardless of which Borrower actually may have received the proceeds of any of the Loans or other extensions of credit or have had Letters of Credit issued hereunder or the amount of such Loans received, Letters of Credit issued or the manner in which the applicable Administrative Agent or any other member of the Lender Group accounts among the Borrowers for such Loans, Letters of Credit or other extensions of credit on its books and records, and further acknowledges and agrees that Loans and other extensions of credit to any Borrower inure to the mutual benefit of all of the Borrowers and that the applicable Administrative Agent and the other members of the Lender Group are relying on the joint and several liability of the Borrowers in extending the Loans and other financial accommodations hereunder. Each Borrower shall be entitled to subrogation and contribution rights from and against the other Borrowers to the extent any Borrower is required to pay to any member of the Lender Group any amount in excess of the Loans advanced directly to, or other Obligations incurred directly by, such Borrower or as otherwise available under Applicable Law; provided, however, that such subrogation and contribution rights are and shall be subject to the terms and conditions of this Section 13.513.4.

All Obligations to Constitute Joint and Several Obligations. (a) All Obligations shall constitute joint and several obligations of the Borrowers Credit Parties and shall be secured by the Administrative Collateral Agent’s Lien Lien, for the benefit of the Lenders, upon all of the Collateral, and by all other Liens heretofore, now or at any time hereafter granted by each Borrower Credit Party to the Administrative Collateral Agent, for the benefit of the Lender GroupLenders, to the extent provided in the Loan Documents or Bank Product Credit Documents under which such Lien arises. Each Borrower Credit Party expressly represents and acknowledges that it is part of a common enterprise with the other Borrowers Credit Parties and that any financial accommodations by the Administrative Agent, Agent and the other members of the Lender Group Lenders to any other Borrower Credit Party hereunder and under the other Loan Documents and the Bank Product Documents are and will be of direct and indirect interest, benefit and advantage to all BorrowersCredit Parties. Each Borrower Credit Party acknowledges that any Request for Advance, Notice of Conversion/Continuation, Notice of Requested Commitment Increase, Request for Issuance of Letter of Credit or other notice or request given by any Borrower Credit Party (including the Administrative Borrower) to the Administrative Agent shall bind all BorrowersCredit Parties, and that any notice given by the Administrative Agent or any other member of the Lender Group Lenders to any Borrower Credit Party shall be effective with respect to all BorrowersCredit Parties. Each Borrower Credit Party acknowledges and agrees that each Borrower Credit Party shall be liable, on a joint and several basis, for all of the Loans Loan and other Obligations, regardless of which Borrower Credit Party actually may have received the proceeds of any of the Loans Loan or other extensions of credit or have had Letters of Credit issued hereunder or the amount of such Loans received, Letters of Credit issued Loan received or the manner in which the Administrative Agent or any other member of the Lender Group Lenders accounts among the Borrowers Credit Parties for such Loans, Letters of Credit Loan or other extensions of credit on its books and records, and further acknowledges and agrees that Loans the Loan and other extensions of credit to any Borrower Credit Party inure to the mutual benefit of all of the Borrowers Credit Parties and that the Administrative Agent and the other members of the Lender Group are Lenders is relying on the joint and several liability of the Borrowers Credit Parties in extending the Loans Loan and other financial accommodations hereunder. Each Borrower Credit Party shall be entitled to subrogation and contribution rights from and against the other Borrowers Credit Party to the extent any Borrower Credit Party is required to pay to any member of the Lender Group Lenders any amount in excess of the Loans Loan advanced directly to, or other Obligations incurred directly by, such Borrower Credit Party or as otherwise available under Applicable Law; provided, however, that such subrogation and contribution rights are and shall be subject to the terms and conditions of this Section 13.512.25.

All Obligations to Constitute Joint and Several Obligations. (a) All Obligations shall constitute joint and several obligations of the Borrowers Credit Parties and shall be secured by the Administrative Collateral Agent’s Lien Lien, for the benefit of the Lenders, upon all of the Collateral, and by all other Liens heretofore, now or at any time hereafter granted by each Borrower Credit Party to the Administrative Collateral Agent, for the benefit of the Lender GroupLenders, to the extent provided in the Loan Documents or Bank Product Credit Documents under which such Lien arises. Each Borrower Credit Party expressly represents and acknowledges that it is part of a common enterprise with the other Borrowers Credit Parties and that any financial accommodations by the Administrative Agent, Agent and the other members of the Lender Group Lenders to any other Borrower Credit Party hereunder and under the other Loan Documents and the Bank Product Documents are and will be of direct and indirect interest, benefit and advantage to all BorrowersCredit Parties. Each Borrower Credit Party acknowledges that any Request for Advance, Notice of Conversion/Continuation, Notice of Requested Commitment Increase, Request for Issuance of Letter of Credit or other notice or request given by any Borrower Credit Party (including the Administrative Borrower) to the Administrative Agent shall bind all BorrowersCredit Parties, and that any notice given by the Administrative Agent or any other member of the Lender Group Lenders to any Borrower Credit Party shall be effective with respect to all BorrowersCredit Parties. Each Borrower Credit Party acknowledges and agrees that each Borrower Credit Party shall be liable, on a joint and several basis, for all of the Loans Loan and other Obligations, regardless of which Borrower Credit Party actually may have received the proceeds of any of the Loans Loan or other extensions of credit or have had Letters of Credit issued hereunder or the amount of such Loans received, Letters of Credit issued Loan received or the manner in which the Administrative Agent or any other member of the Lender Group Lenders accounts among the Borrowers Credit Parties for such Loans, Letters of Credit Loan or other extensions of credit on its books and records, and further acknowledges and agrees that Loans the Loan and other extensions of credit to any Borrower Credit Party inure to the mutual benefit of all of the Borrowers Credit Parties and 161 that the Administrative Agent and the other members of the Lender Group are Lenders is relying on the joint and several liability of the Borrowers Credit Parties in extending the Loans Loan and other financial accommodations hereunder. Each Borrower Credit Party shall be entitled to subrogation and contribution rights from and against the other Borrowers Credit Party to the extent any Borrower Credit Party is required to pay to any member of the Lender Group Lenders any amount in excess of the Loans Loan advanced directly to, or other Obligations incurred directly by, such Borrower Credit Party or as otherwise available under Applicable Law; provided, however, that such subrogation and contribution rights are and shall be subject to the terms and conditions of this Section 13.512.25.

All Obligations to Constitute Joint and Several Obligations. (a) All Obligations shall constitute joint and several obligations of the Borrowers and shall be secured by the Administrative Agent’s Lien upon all of the Collateral, and by all other Liens heretofore, now or at any time hereafter granted by each Borrower to the Administrative Agent, for the benefit of the Lender Group, to the extent provided in the Loan Documents or Bank Product Documents under which such Lien arises. Each Borrower expressly represents and acknowledges that it is part of a common enterprise with the other Borrowers Borrower and that any financial accommodations by the Administrative Agent, and the other members of the Lender Group to any other Borrower hereunder and under the other Loan Documents and the Bank Product Documents are and will be of direct and indirect interest, benefit and advantage to all Borrowers. Each Borrower acknowledges that any Request for Advance, Notice of Conversion/Continuation, Notice of Requested Commitment Increase, Request for Issuance of Letter of Credit or other notice or request given by any Borrower (including the Administrative Borrower) to the Administrative Agent shall bind all Borrowers, and that any notice given by the Administrative Agent or any other member of the Lender Group to any Borrower shall be effective with respect to all Borrowers. Each Borrower acknowledges and agrees that each Borrower shall be liable, on a joint and several basis, for all of the Loans and other Obligations, regardless of which Borrower actually may have received the proceeds of any of the Loans or other extensions of credit or have had Letters of Credit issued hereunder or the amount of such Loans received, Letters of Credit issued or the manner in which the Administrative Agent or any other member of the Lender Group accounts among the Borrowers for such Loans, Letters of Credit or other extensions of credit on its books and records, and further acknowledges and agrees that Loans and other extensions of credit to any Borrower inure to the mutual benefit of all of the Borrowers and that the Administrative Agent and the other members of the Lender Group are relying on the joint and several liability of the Borrowers in extending the Loans and other financial accommodations hereunder. Each Borrower shall be entitled to subrogation and contribution rights from and against the other Borrowers Borrower to the extent any Borrower is required to pay to any member of the Lender Group any amount in excess of the Loans advanced directly to, or other Obligations incurred directly by, such Borrower or as otherwise available under Applicable Law; provided, however, provided that such subrogation and contribution rights are and shall be subject to the terms and conditions of this Section 13.5.

All Obligations to Constitute Joint and Several Obligations. (a) All Obligations shall constitute joint and several obligations of the Borrowers Credit Parties and shall be secured by the Administrative Collateral Agent’s Lien Lien, for the benefit of the Lenders, upon 152 all of the Collateral, and by all other Liens heretofore, now or at any time hereafter granted by each Borrower Credit Party to the Administrative Collateral Agent, for the benefit of the Lender GroupLenders, to the extent provided in the Loan Documents or Bank Product Credit Documents under which such Lien arises. Each Borrower Credit Party expressly represents and acknowledges that it is part of a common enterprise with the other Borrowers Credit Parties and that any financial accommodations by the Administrative Agent, Agent and the other members of the Lender Group Lenders to any other Borrower Credit Party hereunder and under the other Loan Documents and the Bank Product Documents are and will be of direct and indirect interest, benefit and advantage to all BorrowersCredit Parties. Each Borrower Credit Party acknowledges that any Request for Advance, Notice of Conversion/Continuation, Notice of Requested Commitment Increase, Request for Issuance of Letter of Credit or other notice or request given by any Borrower Credit Party (including the Administrative Borrower) to the Administrative Agent shall bind all BorrowersCredit Parties, and that any notice given by the Administrative Agent or any other member of the Lender Group Lenders to any Borrower Credit Party shall be effective with respect to all BorrowersCredit Parties. Each Borrower Credit Party acknowledges and agrees that each Borrower Credit Party shall be liable, on a joint and several basis, for all of the Loans Loan and other Obligations, regardless of which Borrower Credit Party actually may have received the proceeds of any of the Loans Loan or other extensions of credit or have had Letters of Credit issued hereunder or the amount of such Loans received, Letters of Credit issued Loan received or the manner in which the Administrative Agent or any other member of the Lender Group Lenders accounts among the Borrowers Credit Parties for such Loans, Letters of Credit Loan or other extensions of credit on its books and records, and further acknowledges and agrees that Loans the Loan and other extensions of credit to any Borrower Credit Party inure to the mutual benefit of all of the Borrowers Credit Parties and that the Administrative Agent and the other members of the Lender Group are Lenders is relying on the joint and several liability of the Borrowers Credit Parties in extending the Loans Loan and other financial accommodations hereunder. Each Borrower Credit Party shall be entitled to subrogation and contribution rights from and against the other Borrowers Credit Party to the extent any Borrower Credit Party is required to pay to any member of the Lender Group Lenders any amount in excess of the Loans Loan advanced directly to, or other Obligations incurred directly by, such Borrower Credit Party or as otherwise available under Applicable Law; provided, however, that such subrogation and contribution rights are and shall be subject to the terms and conditions of this Section 13.512.25.

All Obligations to Constitute Joint and Several Obligations. (a) All Obligations shall constitute joint and several obligations of the Borrowers and shall be secured by the Administrative Agent’s Lien upon all of the Collateral, and by all other Liens heretofore, now or at any time hereafter granted by each Borrower to the Administrative Agent, for the benefit of the Lender GroupLenders, to the extent provided in the Loan Documents or Bank Product Documents under which such Lien arises. Each Borrower expressly represents and acknowledges that it is part of a common enterprise with the other Borrowers and that any financial accommodations by the Administrative Agent, and the other members of the Lender Group Lenders to any other Borrower hereunder and under the other Loan Documents and the Bank Product Documents are and will be of direct and indirect interest, benefit and advantage to all Borrowers. Each Borrower acknowledges that any Request for AdvanceNotice of Borrowing, Notice of Conversion/Continuation, Notice of Requested Commitment Increase, Request for Issuance of Letter of Credit or other notice or request given by any Borrower (including the Administrative Borrower) 109 Borrower to the Administrative Agent shall bind all Borrowers, and that any notice given by the Administrative Agent Agent, the Issuing Bank or any other member of Lender to the Lender Group to any Administrative Borrower shall be effective with respect to all Borrowers. Each Borrower acknowledges and agrees that each Borrower shall be liable, on a joint and several basis, for all of the Loans and other Obligations, regardless of which Borrower actually may have received the proceeds of any of the Loans or other extensions of credit or have had Letters of Credit issued hereunder or the amount of such Loans received, Letters of Credit issued or the manner in which the Administrative Agent or any other member of the Lender Group accounts among the Borrowers for such Loans, Letters of Credit or other extensions of credit on its books and records, and further acknowledges and agrees that Loans and other extensions of credit to any Borrower inure to the mutual benefit of all of the Borrowers and that the Administrative Agent and the other members of the Lender Group Lenders are relying on the joint and several liability of the Borrowers in extending the Loans and other financial accommodations hereunder. Each Borrower shall be entitled to subrogation and contribution rights from and against the other Borrowers to the extent any Borrower is required to pay to any member of the Lender Group any amount in excess of the Loans advanced directly to, or other Obligations incurred directly by, such Borrower or as otherwise available under Applicable Law; provided, however, that such subrogation and contribution rights are and shall be subject to the terms and conditions of this Section 13.510.16.

All Obligations to Constitute Joint and Several Obligations. (a) All Obligations shall constitute joint and several obligations of the Borrowers and shall be secured by the Administrative Agent’s Lien upon all of the Collateral, and by all other Liens heretofore, now or at any time hereafter granted by each Borrower to the Administrative Agent, for the benefit of the Lender Group, to the extent provided in the Loan Documents or Bank Product Documents under which such Lien arises. Each Borrower expressly represents and acknowledges that it is part of a common enterprise with the other Borrowers and that any financial accommodations by the Administrative Agent, and the other members of the Lender Group to any other Borrower hereunder and under the other Loan Documents and the Bank Product Documents are and will be of direct and indirect interest, benefit and advantage to all Borrowers. Each Borrower acknowledges that any Request for Advance, Notice of Conversion/Continuation, Notice of Requested Commitment Increase, Request for Issuance of Letter of Credit or other notice or request given by any Borrower (including the Administrative Borrower) to the Administrative Agent shall bind all Borrowers, and that any notice given by the Administrative Agent or any other member of the Lender Group to any Borrower shall be effective with respect to all Borrowers. Each Borrower acknowledges and agrees that each Borrower shall be liable, on a joint and several basis, for all of the Loans and other Obligations, regardless of which Borrower actually may have received the proceeds of any of the Loans or other extensions of credit or have had Letters of Credit issued hereunder or the amount of such Loans received, Letters of Credit issued or the manner in which the Administrative Agent or any other member of the Lender Group accounts among the Borrowers for such Loans, Letters of Credit or other extensions of credit on its books and records, and further acknowledges and agrees that Loans and other extensions of credit to any Borrower inure to the mutual benefit of all of the Borrowers and that the Administrative Agent and the other members of the Lender Group are relying on the joint and several liability of the Borrowers in extending the Loans and other financial accommodations hereunder. Each Borrower shall be entitled to subrogation and contribution rights from and against the other Borrowers to the extent any Borrower is required to pay to any member of the Lender Group any amount in excess of the Loans advanced directly to, or other Obligations incurred directly by, such Borrower or as otherwise available under Applicable Law; provided, however, that such subrogation and contribution rights are and shall be subject to the terms and conditions of this Section 13.5.

All Obligations to Constitute Joint and Several Obligations. (a) All Obligations shall constitute joint and several obligations of the Borrowers and shall be secured by the Administrative Agent’s Lien upon all of the Collateral, and by all other Liens heretofore, now or at any time hereafter granted by each Borrower to the Administrative Agent, for the benefit of the Lender Group, to the extent 130 provided in the Loan Documents or Bank Product Documents under which such Lien arises. Each Borrower expressly represents and acknowledges that it is part of a common enterprise with the other Borrowers and that any financial accommodations by the Administrative Agent, and the other members of the Lender Group to any other Borrower hereunder and under the other Loan Documents and the Bank Product Documents are and will be of direct and indirect interest, benefit and advantage to all Borrowers. Each Borrower acknowledges that any Request for Advance, Notice of Conversion/Continuation, Notice of Requested Commitment Increase, Request for Issuance of Letter of Credit or other notice or request given by any Borrower (including the Administrative Borrower) to the Administrative Agent shall bind all Borrowers, and that any notice given by the Administrative Agent or any other member of the Lender Group to any Borrower shall be effective with respect to all Borrowers. Each Borrower acknowledges and agrees that each Borrower shall be liable, on a joint and several basis, for all of the Loans and other Obligations, regardless of which Borrower actually may have received the proceeds of any of the Loans or other extensions of credit or have had Letters of Credit issued hereunder or the amount of such Loans received, Letters of Credit issued or the manner in which the Administrative Agent or any other member of the Lender Group accounts among the Borrowers for such Loans, Letters of Credit or other extensions of credit on its books and records, and further acknowledges and agrees that Loans and other extensions of credit to any Borrower inure to the mutual benefit of all of the Borrowers and that the Administrative Agent and the other members of the Lender Group are relying on the joint and several liability of the Borrowers in extending the Loans and other financial accommodations hereunder. Each Borrower shall be entitled to subrogation and contribution rights from and against the other Borrowers to the extent any Borrower is required to pay to any member of the Lender Group any amount in excess of the Loans advanced directly to, or other Obligations incurred directly by, such Borrower or as otherwise available under Applicable Law; provided, however, that such subrogation and contribution rights are and shall be subject to the terms and conditions of this Section 13.513.4.

All Obligations to Constitute Joint and Several Obligations. (a) All Obligations shall constitute joint and several obligations of the Borrowers Credit Parties and shall be secured by the Administrative Collateral Agent’s Lien Lien, for the benefit of the Lenders, upon all of the Collateral, and by all other Liens heretofore, now or at any time hereafter granted by each Borrower Credit Party to the Administrative Collateral Agent, for the benefit of the Lender GroupLenders, to the extent provided in the Loan Documents or Bank Product Credit Documents under which such Lien arises. Each Borrower Credit Party expressly represents and acknowledges that it is part of a common enterprise with the other Borrowers Credit Parties and that any financial accommodations by the Administrative Agent, Agent and the other members of the Lender Group Lenders to any other Borrower Credit Party hereunder and under the other Loan Documents and the Bank Product Credit Documents are and will be of direct and indirect interest, benefit and advantage to all BorrowersCredit Parties. Each Borrower Credit Party acknowledges that any Request for Advance, Notice of Conversion/Continuation, Notice of Requested Commitment Increase, Request for Issuance of Letter of Credit or other notice or request given by any Borrower Credit Party (including the Administrative Borrower) to the Administrative Agent shall bind all BorrowersCredit Parties, and that any notice given by the Administrative Agent or any other member of the Lender Group Lenders to any Borrower Credit Party shall be effective with respect to all BorrowersCredit Parties. Each Borrower Credit Party acknowledges and agrees that each Borrower Credit Party shall be liable, on a joint and several basis, for all of the Loans Loan and other Obligations, regardless of which Borrower Credit Party actually may have received the proceeds of any of the Loans Loan or other extensions of credit or have had Letters of Credit issued hereunder or the amount of such Loans received, Letters of Credit issued Loan received or the manner in which the Administrative Agent or any other member of the Lender Group Lenders accounts among the Borrowers Credit Parties for such Loans, Letters of Credit Loan or other extensions of credit on its books and records, and further acknowledges and agrees that Loans the Loan and other extensions of credit to any Borrower Credit Party inure to the mutual benefit of all of the Borrowers Credit Parties and that the Administrative Agent and the other members of the Lender Group are Lenders is relying on the joint and several liability of the Borrowers Credit Parties in extending the Loans Loan and other financial accommodations hereunder. Each Borrower Credit Party shall be entitled to subrogation and contribution rights from and against the other Borrowers Credit Party to the extent any Borrower Credit Party is required to pay to any member of the Lender Group Lenders any amount in excess of the Loans Loan advanced directly to, or other Obligations incurred directly by, such Borrower Credit Party or as otherwise available under Applicable Law; provided, however, that such subrogation and contribution rights are and shall be subject to the terms and conditions of this Section 13.512.25.

All Obligations to Constitute Joint and Several Obligations. (a) All Obligations shall constitute joint and several obligations of the Borrowers and shall be secured by the Administrative Agent’s Lien upon all of the Collateral, and by all other Liens heretofore, now or at any time hereafter granted by each Borrower to the Administrative Agent, for the benefit of the Lender Group, to the extent provided in the Loan Documents or Bank Product Documents under which such Lien arises. Each Borrower expressly represents and acknowledges that it is part of a common enterprise with the other Borrowers and that any financial accommodations by the Administrative Agent, and the other members of the Lender Group to any other Borrower hereunder and under the other Loan Documents and the Bank Product Documents are and will be of direct and indirect interest, benefit and advantage to all Borrowers. Each Borrower acknowledges that any Request for Advance, Notice of Conversion/Continuation, Notice of Requested Commitment Increase, Request for Issuance of Letter of Credit or other notice or request given by any Borrower (including the Administrative Borrower) to the Administrative Agent shall bind all Borrowers, and that any notice given by the Administrative Agent or any other member of the Lender Group to any Borrower shall be effective with respect to all Borrowers. Each Borrower acknowledges and agrees that each Borrower shall be liable, on a joint and several basis, for all of the Loans and other Obligations, regardless of which Borrower actually may have received the proceeds of any of the Loans or other extensions of credit or have had Letters of Credit issued hereunder or the amount of such Loans received, Letters of Credit issued or the manner in which the Administrative Agent or any other member of the Lender Group accounts among the Borrowers for such Loans, Letters of Credit or other extensions of credit on its books and records, and further acknowledges and agrees that Loans and other extensions of credit to any Borrower inure to the mutual benefit of all of the Borrowers and that the Administrative Agent and the other members of the Lender Group are relying on the joint and several liability of the Borrowers in extending the Loans and other financial accommodations hereunder. Each Borrower shall be entitled to subrogation and contribution rights from and against the other Borrowers to the extent any Borrower is required to pay to any member of the Lender Group any amount in excess of the Loans advanced directly to, or other Obligations incurred directly by, such Borrower or as otherwise available under Applicable Law; provided, however, that such subrogation and contribution rights are and shall be subject to the terms and conditions of this Section 13.5.. 135

All Obligations to Constitute Joint and Several Obligations. (a) All Obligations shall constitute joint and several obligations of the Borrowers and shall be secured by the Administrative Agent’s Lien upon all of the Collateral, and by all other Liens heretofore, now or at any time hereafter granted by each Borrower to the Administrative Agent, for the benefit of the Lender Group, to the extent provided in the Loan Documents or Bank Product Documents under which such Lien arises. Each Borrower expressly represents and acknowledges that it is part of a common enterprise with the other Borrowers and that any financial accommodations by the Administrative Agent, and the other members of the Lender Group to any other Borrower hereunder and under the other Loan Documents and the Bank Product Documents are and will be of direct and indirect interest, benefit and advantage to all Borrowers. Each Borrower acknowledges that any Request for Advance, Notice of Conversion/Continuation, Notice of Requested Commitment Increase, Request for Issuance of Letter of Credit or other notice or request given by any Borrower (including the Administrative Borrower) to the Administrative Agent shall bind all Borrowers, and that any notice given by the Administrative Agent or any other member of the Lender Group to any Borrower shall be effective with respect to all Borrowers. Each Borrower acknowledges and agrees that each Borrower shall be liable, on a joint and several basis, for all of the Loans and other Obligations, regardless of which Borrower Xxxxxxxx actually may have received the proceeds of any of the Loans or other extensions of credit or have had Letters of Credit issued hereunder or the amount of such Loans received, Letters of Credit issued or the manner in which the Administrative Agent or any other member of the Lender Group accounts among the Borrowers for such Loans, Letters of Credit or other extensions of credit on its books and records, and further acknowledges and agrees that Loans and other extensions of credit to any Borrower inure to the mutual benefit of all of the Borrowers and that the Administrative Agent and the other members of the Lender Group are relying on the joint and several liability of the Borrowers in extending the Loans and other financial accommodations hereunder. Each Borrower shall be entitled to subrogation and contribution rights from and against the other Borrowers to the extent any Borrower is required to pay to any member of the Lender Group any amount in excess of the Loans advanced directly to, or other Obligations incurred directly by, such Borrower or as otherwise available under Applicable Law; provided, however, that such subrogation and contribution rights are and shall be subject to the terms and conditions of this Section 13.5.