Common use of Claims in Bankruptcy Clause in Contracts

Claims in Bankruptcy. In the event of receivership, bankruptcy, reorganization, arrangement, debtor’s relief, or other insolvency proceedings involving Support Provider as debtor, Indenture Trustee shall have the right to prove its claim in any such proceeding so as to establish its rights hereunder and receive directly from the receiver, trustee or other court custodian dividends and payments which would otherwise be payable upon Support Provider Claims. Support Provider hereby assigns such dividends and payments to Indenture Trustee. Should Indenture Trustee receive, for application upon the Guaranteed Obligations, any such dividend or payment which is otherwise payable to Support Provider, and which, as between Issuers and Support Provider, shall constitute a credit upon the Support Provider Claims, then upon payment to Indenture Trustee in full of the Guaranteed Obligations, Support Provider shall become subrogated to the rights of Indenture Trustee to the extent that such payments to Indenture Trustee on the Support Provider Claims have contributed toward the liquidation of the Guaranteed Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Obligations which would have been unpaid if Indenture Trustee had not received dividends or payments upon the Support Provider Claims.

Claims in Bankruptcy. In the event of receivership, bankruptcy, reorganization, arrangement, debtor’s relief, or other insolvency proceedings involving Support Provider Borrower as debtor, Indenture Trustee Lender shall have the right to prove its claim in any such proceeding so as to establish its rights hereunder and receive directly from the receiver, trustee or other court custodian dividends and payments which would otherwise be payable upon Support Provider Carveout Indemnitor Claims. Support Provider Carveout Indemnitor hereby assigns such dividends and payments to Indenture TrusteeLender. Should Indenture Trustee Lender receive, for application upon the Guaranteed Obligations, any such dividend or payment which is otherwise payable to Support ProviderCarveout Indemnitor, and which, as between Issuers Borrower and Support ProviderCarveout Indemnitor, shall constitute a credit upon the Support Provider Carveout Indemnitor Claims, then upon payment to Indenture Trustee Lender in full of the Guaranteed Obligations, Support Provider Carveout Indemnitor shall become subrogated to the rights of Indenture Trustee Lender to the extent that such payments to Indenture Trustee Lender on the Support Provider Carveout Indemnitor Claims have contributed toward the liquidation of the Guaranteed Obligations, and such subrogation shall be with respect to that proportion amount of the Guaranteed Obligations which would have been unpaid if Indenture Trustee Lender had not received dividends or payments upon the Support Provider Carveout Indemnitor Claims.

Claims in Bankruptcy. In the event of any receivership, bankruptcy, reorganization, arrangement, debtor’s 's relief, or other insolvency proceedings proceeding involving Support Provider Guarantor as debtor, Indenture Trustee Lender shall have the right to prove its claim in any such proceeding so as to establish its rights hereunder and receive directly from the receiver, trustee or other court custodian dividends and payments which would otherwise be payable upon Support Provider Guarantor Claims. Support Provider Guarantor hereby assigns such dividends and payments to Indenture TrusteeLender but only to the extent that the indebtedness has not been paid in full. Should Indenture Trustee Lender receive, for application upon against the Guaranteed Obligations, any such dividend or payment which is otherwise payable to Support Provider, Guarantor and which, as between Issuers Borrower and Support ProviderGuarantor, shall constitute a credit upon against the Support Provider Guarantor Claims, then upon full payment and performance to Indenture Trustee in full Lender of the Guaranteed Obligations, Support Provider Guarantor shall become subrogated to the rights of Indenture Trustee Lender to the extent that such payments to Indenture Trustee Lender on the Support Provider Guarantor Claims have contributed toward the liquidation of the Guaranteed Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Obligations which would have been unpaid if Indenture Trustee Lender had not received dividends or payments upon the Support Provider Guarantor Claims.. GUARANTY (COMPLETION) – Page 12 641933; Miami-Dade County, Florida

Claims in Bankruptcy. In the event of receivership, bankruptcy, reorganization, arrangement, debtor’s relief, or other insolvency proceedings involving Support Provider Guarantor as debtor, Indenture Trustee Lenders shall have the right to prove its claim their claims in any such proceeding so as to establish its their rights hereunder and receive directly from the receiver, trustee or other court custodian dividends and payments which would otherwise be payable upon Support Provider Guarantor Claims; provided, that the amount of such Guarantor Claims shall be subject to the maximum aggregate liability limitations set forth in Section 1.1(c) hereof. Support Provider Guarantor hereby assigns such dividends and payments to Indenture TrusteeAdministrative Agent for the ratable benefits of Lenders. Should Indenture Trustee Lenders (or Administrative Agent, on behalf of Lenders) receive, for application upon the Guaranteed Obligations, any such dividend or payment which is otherwise payable to Support ProviderGuarantor, and which, as between Issuers Borrower or any Subsidiary of Borrower and Support ProviderGuarantor, shall constitute a credit upon the Support Provider Guarantor Claims, then upon payment to Indenture Trustee Lenders in full of the Guaranteed Obligations, Support Provider Guarantor shall become subrogated to the rights of Indenture Trustee Lenders to the extent that such payments to Indenture Trustee Lenders on the Support Provider Guarantor Claims have contributed toward the liquidation of the Guaranteed Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Obligations which would have been unpaid if Indenture Trustee Lenders had not received dividends or payments upon the Support Provider Guarantor Claims.

Claims in Bankruptcy. In the event of receivership, bankruptcy, reorganization, arrangement, debtor’s relief, or other insolvency proceedings involving Support Provider Sponsor as debtor, the Indenture Trustee shall have the right to prove its claim in any such proceeding so as to establish its rights hereunder and receive directly from the receiver, trustee or other court custodian dividends and payments which would otherwise be payable upon Support Provider Sponsor Claims. Support Provider Sponsor hereby assigns such dividends and payments to the Indenture Trustee. Should Indenture Trustee receive, for application upon the Guaranteed Obligations, any such dividend or payment which is otherwise payable to Support Providerthe Sponsor, and which, as between Issuers the Issuer and Support Providerthe Sponsor, shall constitute a credit upon the Support Provider Sponsor Claims, then upon payment to the Indenture Trustee in full of the Guaranteed Obligations, Support Provider the Sponsor shall become subrogated to the rights of the Indenture Trustee to the extent that such payments to the Indenture Trustee on the Support Provider Sponsor Claims have contributed toward the liquidation of the Guaranteed Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Obligations which would have been unpaid if the Indenture Trustee had not received dividends or payments upon the Support Provider Sponsor Claims.. 116991368\V-8

Claims in Bankruptcy. In the event of any receivership, bankruptcy, reorganization, arrangement, debtor’s 's relief, or other insolvency proceedings proceeding involving Support Provider Guarantor as debtor, Indenture Trustee Lender shall have the right to prove its claim in any such proceeding so as to establish its rights hereunder and receive directly from the receiver, trustee or other court custodian dividends and payments which would otherwise be payable upon Support Provider Guarantor Claims. Support Provider Guarantor hereby assigns such dividends and payments to Indenture TrusteeLender but only to the extent that the indebtedness has not been paid in full. Should Indenture Trustee Lender receive, for application upon against the Guaranteed Obligations, any such dividend or payment which is otherwise payable to Support Provider, Guarantor and which, as between Issuers Borrower and Support ProviderGuarantor, shall constitute a credit upon against the Support Provider Guarantor Claims, then upon full payment and performance to Indenture Trustee in full Lender of the Guaranteed Obligations, Support Provider Guarantor shall become subrogated to the rights of Indenture Trustee Lender to the extent that such payments to Indenture Trustee Lender on the Support Provider Guarantor Claims have contributed toward the liquidation of the Guaranteed Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Obligations which would have been unpaid if Indenture Trustee Lender had not received dividends or payments upon the Support Provider Guarantor Claims.. GUARANTY AGREEMENT (CARVEOUT) – Page 14 667146; Miami-Dade County, Florida

Claims in Bankruptcy. In the event of receivership, bankruptcy, reorganization, arrangement, debtor’s relief, or other insolvency proceedings involving Support Provider as debtorany Grantor, Indenture the Collateral Trustee on behalf of the Secured Parties shall have the right to prove its their claim in any such proceeding proceeding, so as to establish its their rights hereunder and receive directly from the receiver, trustee or other court custodian custodian, dividends and payments which would otherwise be payable upon Support Provider Grantor Claims. Support Provider Each Grantor hereby assigns such dividends and payments to Indenture Trusteethe Collateral Trustee for the benefit of the Secured Parties for application against the Parity Lien Obligations as provided under Section 3.4 of the Collateral Trust Agreement. Should Indenture Trustee any Secured Party receive, for application upon the Guaranteed Parity Lien Obligations, any such dividend or payment which is otherwise payable to Support Providerany Grantor, and which, as between Issuers and Support Providersuch Grantors, shall constitute a credit upon the Support Provider Grantor Claims, then upon payment to Indenture Trustee in full the Discharge of the Guaranteed Second Lien Obligations, Support Provider the intended recipient shall become subrogated to the rights of Indenture the Collateral Trustee and the other Secured Parties to the extent that such payments to Indenture the Collateral Trustee and the other Secured Parties on the Support Provider Grantor Claims have contributed toward the liquidation of the Guaranteed Parity Lien Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Parity Lien Obligations which would have been unpaid if Indenture the Collateral Trustee and the other Secured Parties had not received dividends or payments upon the Support Provider Grantor Claims.

Claims in Bankruptcy. In Until such time as the Loan is indefeasibly paid in full, in the event of receivership, bankruptcy, reorganization, arrangement, debtor’s 's relief, or other insolvency proceedings involving Support Provider Guarantor as debtor, Indenture Trustee Lender shall have the right to prove its claim in any such proceeding so as to establish its rights hereunder and receive directly from the receiver, trustee or other court custodian dividends and payments which would otherwise be payable upon Support Provider Guarantor Claims. Support Provider Guarantor hereby assigns such dividends and payments to Indenture TrusteeLender. Should Indenture Trustee Lender receive, for application upon the Guaranteed Obligations, any such dividend or payment which is otherwise payable to Support ProviderGuarantor, and which, as between Issuers Borrower and Support ProviderGuarantor, shall constitute a credit upon the Support Provider Guarantor Claims, then upon payment to Indenture Trustee Lender in full of the Guaranteed Obligations, Support Provider Guarantor shall become subrogated to the rights of Indenture Trustee Lender to the extent that such payments to Indenture Trustee Lender on the Support Provider Guarantor Claims have contributed toward the liquidation of the Guaranteed Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Obligations which would have been unpaid if Indenture Trustee Lender had not received dividends or payments upon the Support Provider Guarantor Claims.

Claims in Bankruptcy. In the event of receivership, bankruptcy, reorganization, arrangement, debtor’s relief, relief or other insolvency proceedings involving Support Provider as debtorany Grantor, Indenture Trustee the Collateral Agent on behalf of the Secured Parties shall have the right to prove its their claim in any such proceeding proceeding, so as to establish its their rights hereunder and and, subject to the First Lien/Second Lien Intercreditor Agreement, receive directly from the receiver, trustee or other court custodian dividends and payments which would otherwise be payable upon Support Provider the Guarantor Claims. Support Provider After the occurrence and during the continuance of an Event of Default, each Grantor hereby assigns such dividends and payments to Indenture Trusteethe Collateral Agent for the benefit of the Secured Parties for application against the Secured Obligations as provided under Section 8.2 of the Note Purchase Agreement. Should Indenture Trustee the Collateral Agent or any other Secured Party receive, for application upon the Guaranteed Secured Obligations, any such dividend or payment which is otherwise payable to Support Providerany Grantor, and which, as between Issuers and Support Providersuch Grantor, shall constitute a credit upon the Support Provider Guarantor Claims, then upon payment to Indenture Trustee in full of the Guaranteed ObligationsSecured Obligations (other than indemnities and other contingent obligations not then due and payable and as to which no claim has been made) and termination of all Commitments and Delayed Draw Commitments, Support Provider the intended recipient shall become subrogated to the rights of Indenture Trustee the Collateral Agent and the other Secured Parties to the extent that such payments to Indenture Trustee the Collateral Agent and the other Secured Parties on the Support Provider Guarantor Claims have contributed toward the liquidation of the Guaranteed Secured Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Secured Obligations which would have been unpaid if Indenture Trustee the Collateral Agent and the other Secured Parties had not received dividends or payments upon the Support Provider Guarantor Claims.

Claims in Bankruptcy. In the event of any receivership, bankruptcy, reorganization, arrangement, debtor’s 's relief, or other insolvency proceedings proceeding involving Support Provider Guarantor as debtor, Indenture Trustee Lender shall have the right to prove its claim in any such proceeding so as to establish its rights hereunder and receive directly from the receiver, trustee or other court custodian dividends and payments which would otherwise be payable upon Support Provider Guarantor Claims. Support Provider Guarantor hereby assigns such dividends and payments to Indenture TrusteeLender but only to the extent that the indebtedness has not been paid in full. Should Indenture Trustee Lender receive, for application upon against the Guaranteed Obligations, any such dividend or payment which is otherwise payable to Support Provider, Guarantor and which, as between Issuers Borrower and Support ProviderGuarantor, shall constitute a credit upon against the Support Provider Guarantor Claims, then upon full payment and performance to Indenture Trustee in full Lender of the Guaranteed Obligations, Support Provider Guarantor shall become subrogated to the rights of Indenture Trustee Lender to the extent that such payments to Indenture Trustee Lender on the Support Provider Guarantor Claims have contributed toward the liquidation of the Guaranteed Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Obligations which would have been unpaid if Indenture Trustee Lender had not received dividends or payments upon the Support Provider Guarantor Claims.

Claims in Bankruptcy. In the event of receivership, bankruptcy, reorganization, arrangement, debtor’s relief, any proceeding under the Bankruptcy Code or any other insolvency proceedings Creditors’ Rights Laws involving Support Provider Guarantor as debtor, Indenture Trustee Lender shall have the right to prove its claim in any such proceeding so as to establish its rights hereunder and receive directly from the receiver, trustee or other court custodian dividends and payments which would otherwise be payable upon Support Provider Guarantor Claims. Support Provider Guarantor hereby assigns such dividends and payments to Indenture TrusteeLender. Should Indenture Trustee Lender receive, for application upon the Guaranteed Obligations, any such dividend or payment which is otherwise payable to Support ProviderGuarantor, and which, as between Issuers and Support ProviderBorrower, Maryland Owner, Mezzanine Borrowers, any other Restricted Entity and/or Guarantor, shall constitute a credit upon the Support Provider Guarantor Claims, then upon payment to Indenture Trustee Lender in full of the Guaranteed Obligations, Support Provider Guarantor shall become subrogated to the rights of Indenture Trustee Lender to the extent that such payments to Indenture Trustee Lender on the Support Provider Guarantor Claims have contributed toward the liquidation of the Guaranteed Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Obligations which would have been unpaid if Indenture Trustee Lender had not received dividends or payments upon the Support Provider Guarantor Claims, provided, however, that Guarantor shall have no such subrogation rights until repayment in full of the Debt, the Mezzanine Loans and the Loan.

Claims in Bankruptcy. In the event of any receivership, bankruptcy, reorganization, arrangement, debtor’s relief, relief or other insolvency proceedings proceeding involving Support Provider Guarantor as a debtor, Indenture Trustee Seller shall have the right to prove its claim in any such proceeding so as to establish its rights hereunder and receive directly from the receiver, trustee or other court custodian dividends dividends, distributions and payments which would otherwise be payable upon Support Provider Guarantor Claims. Support Provider Guarantor hereby assigns such dividends dividends, distributions and payments to Indenture TrusteeSeller. Should Indenture Trustee Seller receive, for application upon against the Guaranteed Obligations, any such dividend dividend, distribution or payment which is otherwise payable to Support Provider, Guarantor and which, as between Issuers Buyer and Support ProviderGuarantor, shall constitute a credit upon against the Support Provider Guarantor Claims, then then, upon payment and performance to Indenture Trustee Seller in full of the Obligations and the Guaranteed Obligations, Support Provider Guarantor shall become subrogated to the rights of Indenture Trustee Seller to the extent that such payments to Indenture Trustee Seller on the Support Provider Guarantor Claims have contributed toward the liquidation of the Guaranteed Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Obligations which would have been unpaid if Indenture Trustee Seller had not received dividends dividends, distributions or payments upon the Support Provider Guarantor Claims.

Claims in Bankruptcy. In the event of receivership, bankruptcy, reorganization, arrangement, debtor’s relief, or other insolvency proceedings involving Support Provider Guarantor as debtor, Indenture Trustee Note B Holder shall have the right to prove its claim in any such proceeding so as to establish its rights hereunder and receive directly from the receiver, trustee or other court custodian dividends and payments which would otherwise be payable upon Support Provider Guarantor Claims. Support Provider Guarantor hereby assigns such dividends and payments to Indenture TrusteeNote B Holder. Should Indenture Trustee Note B Holder receive, for application upon against the Guaranteed Obligations, any such dividend or payment which is otherwise payable to Support Provider, Guarantor and which, as between Issuers Borrower and Support ProviderGuarantor, shall constitute a credit upon against the Support Provider Guarantor Claims, then then, upon payment to Indenture Trustee Note B Holder in full of the Guaranteed Obligations, Support Provider Guarantor shall become subrogated to the rights of Indenture Trustee Note B Holder to the extent that such payments to Indenture Trustee Note B Holder on the Support Provider Guarantor Claims have contributed toward the liquidation of the Guaranteed Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Obligations which would have been unpaid if Indenture Trustee Note B Holder had not received dividends or payments upon the Support Provider Guarantor Claims.

Claims in Bankruptcy. In the event of any receivership, bankruptcy, reorganization, arrangement, debtor’s 's relief, or other insolvency proceedings proceeding involving Support Provider Guarantor as debtor, Indenture Trustee Lender shall have the right to prove its claim in any such proceeding so as to establish its rights hereunder and receive directly from the receiver, trustee or other court custodian dividends and payments which would otherwise be payable upon Support Provider Guarantor Claims. Support Provider Guarantor hereby assigns such dividends and payments to Indenture TrusteeLender but only to the extent that the Indebtedness has not been paid in full. Should Indenture Trustee Lender receive, for application upon against the Guaranteed Obligations, any such dividend or payment which is otherwise payable to Support Provider, Guarantor and which, as between Issuers Borrower and Support ProviderGuarantor, shall constitute a credit upon against the Support Provider Guarantor Claims, then upon full payment and performance to Indenture Trustee in full Lender of the Guaranteed Obligations, Support Provider Guarantor shall become subrogated to the rights of Indenture Trustee Lender to the extent that such payments to Indenture Trustee Lender on the Support Provider Guarantor Claims have contributed toward the liquidation of the Guaranteed Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Obligations which would have been unpaid if Indenture Trustee Lender had not received dividends or payments upon the Support Provider Guarantor Claims.. GUARANTY (REPAYMENT) – Page 11 667163; Miami-Dade County, Florida

Claims in Bankruptcy. In Except to the extent expressly provided in the Intercreditor Agreement, in the event of receivership, bankruptcy, reorganization, arrangement, debtor’s relief, or other insolvency proceedings involving Support Provider the Counterparty or any other Transaction Party or any of their respective Subsidiaries, as debtor, Indenture Trustee the Hedge Provider shall have the right to prove its their claim in any such proceeding proceeding, so as to establish its their rights hereunder and receive directly from the receiver, trustee or other court custodian custodian, dividends and payments which would otherwise be payable upon Support Provider Guarantor Claims. Support Provider Each Guarantor hereby assigns such dividends and payments to Indenture Trusteethe Hedge Provider. Should Indenture Trustee receiveIf the Hedge Provider receives, for application upon towards the Guaranteed Obligations, any such dividend or payment which is otherwise payable to Support Providerany Guarantor, and which, as between Issuers either the Counterparty or any Subsidiary of the Counterparty and Support Providerany Guarantor, shall constitute a credit upon the Support Provider Guarantor Claims, then upon payment to Indenture Trustee and performance in full of the Guaranteed Obligations, Support Provider the termination or expiration of the Commitments, and the termination or expiration of all Hedging Transactions and all Transaction Documents, such Guarantor shall become subrogated to the rights of Indenture Trustee the Hedge Provider to the extent that such payments to Indenture Trustee the Hedge Provider on the Support Provider Guarantor Claims have contributed toward the liquidation of the Guaranteed Obligations, Obligations and such subrogation shall be with respect to that proportion of the Guaranteed Obligations which would have been unpaid if Indenture Trustee the Hedge Provider had not received dividends or payments upon the Support Provider Guarantor Claims.

Claims in Bankruptcy. In the event of any receivership, bankruptcy, reorganization, arrangement, debtor’s 's relief, or other insolvency proceedings proceeding involving Support Provider Guarantor as debtor, Indenture Trustee Lender shall have the right to prove its claim in any such proceeding so as to establish its rights hereunder and receive directly from the receiver, trustee or other court custodian dividends and payments which would otherwise be payable upon Support Provider Guarantor Claims. Support Provider Guarantor hereby assigns such dividends and payments to Indenture TrusteeLender but only to the extent that the Indebtedness has not been paid in full. Should Indenture Trustee Lender receive, for application upon against the Guaranteed Obligations, any such dividend or payment which is otherwise payable to Support Provider, Guarantor and which, as between Issuers Borrower and Support ProviderGuarantor, shall constitute a credit upon against the Support Provider Guarantor Claims, then upon full payment and performance to Indenture Trustee in full Lender of the Guaranteed Obligations, Support Provider Guarantor shall become subrogated to the rights of Indenture Trustee Lender to the extent that such payments to Indenture Trustee Lender on the Support Provider Guarantor Claims have contributed toward the liquidation of the Guaranteed Obligations, and such subrogation shall be with respect to that proportion of the Guaranteed Obligations which would have been unpaid if Indenture Trustee Lender had not received dividends or payments upon the Support Provider Guarantor Claims.. GUARANTY (REPAYMENT) – Page 11 641939; Miami-Dade County, Florida