Common use of Contribution and Indemnification Clause in Contracts

Contribution and Indemnification. To the extent that any Guarantor shall repay any of the Obligations (an “Accommodation Payment”), then, to the extent that such Guarantor has not received the benefit of such repaid Obligations (whether through an inter-company loan or otherwise), the Guarantor making such Accommodation Payment shall be entitled to contribution and indemnification from, and be reimbursed by, each of the other Obligors in an amount, for each of such other Obligors, equal to a fraction of such Accommodation Payment, the numerator of which fraction is such other Obligors’ “Allocable Amount” (as defined below) and the denominator of which is the sum of the Allocable Amounts of all of the Obligors. As of any date of determination, the “Allocable Amount” of each Guarantor shall be equal to the maximum amount of liability for Accommodation Payments which could be asserted against such Guarantor hereunder without (a) rendering such Guarantor “insolvent” within the meaning of the Bankruptcy Code, Section 2 of the Uniform Fraudulent Transfer Act (the “UFTA”), Section 2 of the Uniform Fraudulent Conveyance Act (“UFCA”), (b) leaving such Guarantor with unreasonably small capital or assets, within the meaning of Section 548 of the Bankruptcy Code, Section 4 of the UFTA, or Section 4 of the UFCA, or (c) leaving such Guarantor unable to pay its debts as they become due within the meaning of Section 548 of the Bankruptcy Code, Section 4 of the UFTA, or Section 5 of the UFCA. All rights and claims of contribution, indemnification and reimbursement under this Section 13.4 shall be subordinate in right of payment to the prior payment in full of the Obligations.

Contribution and Indemnification. To the extent that any Guarantor shall repay any of the Obligations (an “Accommodation Payment”), then, to the extent that such Guarantor has not received the benefit of such repaid Obligations (whether through an inter-company loan or otherwise), the Guarantor making such Accommodation Payment shall be entitled to contribution and indemnification from, and be reimbursed by, each of the other Obligors in an amount, for each of such other Obligors, equal to a fraction of such Accommodation Payment, the numerator of which fraction is such other Obligors’ “Allocable Amount” (as defined below) and the denominator of which is the sum of the Allocable Amounts of all of the Obligors. As of any date of determination, the “Allocable Amount” of each Guarantor shall be equal to the greater of (a) the amount of such repaid Obligations actually received by such Guarantor (whether through inter-company loan or otherwise), and (b) the maximum amount of liability for Accommodation Payments which could be asserted against such Guarantor hereunder without (ai) rendering such Guarantor “insolvent” within the meaning of the Bankruptcy Code, Section 2 of the Uniform Fraudulent Transfer Act (the “UFTA”), Section 2 of the Uniform Fraudulent Conveyance Act (“UFCA”), (bii) leaving such Guarantor with unreasonably small capital or assets, within the meaning of Section 548 of the Bankruptcy Code, Section 4 of the UFTA, or Section 4 of the UFCA, or (ciii) leaving such Guarantor unable to pay its debts as they become due within the meaning of Section 548 of the Bankruptcy Code, Section 4 of the UFTA, or Section 5 of the UFCA. All rights and claims of contribution, indemnification and reimbursement under this Section 13.4 shall be subordinate in right of payment to the prior payment in full of the Obligations.

Contribution and Indemnification. To the extent that any Guarantor shall repay any of the Guaranteed Obligations (any such payment hereinafter being called an “"Accommodation Payment”), then, to the extent that such Guarantor has not received the benefit of such repaid Obligations (whether through an inter-company loan or otherwise), ") then the Guarantor making such Accommodation Payment shall be entitled to contribution and indemnification from, and be reimbursed by, each of the other Obligors Guarantors hereunder in an amount, for each of such other ObligorsGuarantors, equal to a fraction of such Accommodation Payment, the numerator of which fraction is such other Obligors’ “Guarantor's Allocable Amount” Amount (as defined below) and the denominator of which is the sum of the Allocable Amounts of all of the ObligorsGuarantors. As of any date of determination, the “"Allocable Amount” " of each Guarantor shall be equal to the maximum amount of liability for Accommodation Payments which could be asserted against such Guarantor hereunder without (a) rendering such Guarantor “"insolvent” " within the meaning of Section 101 (31) of the Bankruptcy Code, Section 2 of the Uniform Fraudulent Transfer Act (the “"UFTA”), ") or Section 2 of the Uniform Fraudulent Conveyance Act (“"UFCA”"), (b) leaving such Guarantor with unreasonably small capital or assets, within the meaning of Section 548 of the Bankruptcy Code, Section 4 of the UFTA, or Section 4 5 of the UFCA, or (c) leaving such Guarantor unable to pay its debts as they become due within the meaning of Section 548 of the Bankruptcy Code, Code or Section 4 of the UFTA, or Section 5 of the UFCA. All rights and claims of contribution, indemnification indemnification, and reimbursement under this Section 13.4 paragraph shall be subordinate in right of payment to the prior payment in full of the Guaranteed Obligations. The provisions of this paragraph shall, to the extent expressly inconsistent with any provision in any Credit Document, supersede such inconsistent provision.

Contribution and Indemnification. To the extent that any Guarantor shall repay any of the Guaranteed Obligations (any such payment hereinafter being called an “"Accommodation Payment”), then, to the extent that such Guarantor has not received the benefit of such repaid Obligations (whether through an inter-company loan or otherwise), ") then the Guarantor making such Accommodation Payment shall be entitled to contribution and indemnification from, and be reimbursed by, each of the other Obligors Guarantors hereunder in an amount, for each of such other ObligorsGuarantors, equal to a fraction of such Accommodation Payment, the numerator of which fraction is such other Obligors’ “Guarantor's Allocable Amount” Amount (as defined below) and the denominator of which is the sum of the Allocable Amounts of all of the ObligorsGuarantors. As of any date of determination, the “"Allocable Amount” " of each Guarantor shall be equal to the maximum amount of liability for Accommodation Payments which could be asserted against such Guarantor hereunder without (a) rendering such Guarantor “"insolvent” " within the meaning of Section 101 (31) of the Bankruptcy Code, Section 2 of the Uniform Fraudulent Transfer Act (the “"UFTA”), ") or Section 2 of the Uniform Fraudulent Conveyance Act (“"UFCA”"), (b) leaving such Guarantor with unreasonably small capital or assets, within the meaning of Section 548 of the Bankruptcy Code, Section 4 of the UFTA, or Section 4 5 of the UFCA, or (c) leaving such Guarantor unable to pay its debts as they become due within the meaning of Section 548 of the Bankruptcy Code, Code or Section 4 of the UFTA, or Section 5 of the UFCA. All rights and claims of contribution, indemnification indemnification, and reimbursement under this Section 13.4 paragraph shall be subordinate in right of payment to the prior payment in full of the Guaranteed Obligations. The provisions of this paragraph shall, to the extent expressly inconsistent with any provision in any Loan Document, supersede such inconsistent provision.

Contribution and Indemnification. To the extent that any Guarantor Grantor shall repay make any of the Obligations transfer (including, without limitation, any lien, payment, grant, or guaranty) pursuant to this Agreement (any such transfer hereinafter being called an “"Accommodation Payment”), then, to ") then the extent that such Guarantor has not received the benefit of such repaid Obligations (whether through an inter-company loan or otherwise), the Guarantor Grantor making such Accommodation Payment shall be entitled to contribution and indemnification from, and be reimbursed by, each of the other Obligors Grantors in an amount, for each of such other ObligorsGrantors, equal to a fraction of such Accommodation Payment, the numerator of which fraction is such other Obligors’ “Grantor's Allocable Amount” Amount (as defined below) and the denominator of which is the sum of the Allocable Amounts of all of the ObligorsGrantors. As of any date of determination, the “"Allocable Amount” " of each Guarantor Grantor shall be equal to the maximum amount of liability for Accommodation Payments which could be asserted against such Guarantor Grantor hereunder without (a) rendering such Guarantor “Grantor "insolvent” " within the meaning of Section 101(31) of the Bankruptcy Code, Section 2 of the Uniform Fraudulent Transfer Act (the “"UFTA”), ") or Section 2 of the Uniform Fraudulent Conveyance Act (“"UFCA”"), (b) leaving such Guarantor Grantor with unreasonably small capital or assets, within the meaning of Section 548 of the Bankruptcy Code, Section 4 of the UFTA, or Section 4 5 of the UFCA, or (c) leaving such Guarantor Grantor unable to pay its debts as they become due within the meaning of Section 548 of the Bankruptcy Code, Code or Section 4 of the UFTA, or Section 5 of the UFCA. All rights and claims of contribution, indemnification indemnification, and reimbursement under this Section 13.4 paragraph shall be subordinate in right of payment to the prior payment in full of the Secured Obligations. The provisions of this paragraph shall, to the extent expressly inconsistent with any provisions in any Loan Document, supersede such inconsistent provision.

Contribution and Indemnification. To the extent that any Guarantor Grantor shall repay make any of the Obligations transfer (including, without limitation, any lien, payment, grant, or guaranty) pursuant to this Security Agreement (any such transfer hereinafter being called an “"Accommodation Payment”), then, to ") then the extent that such Guarantor has not received the benefit of such repaid Obligations (whether through an inter-company loan or otherwise), the Guarantor Grantor making such Accommodation Payment shall be entitled to contribution and indemnification from, and be reimbursed by, each of the other Obligors Grantors in an amount, for each of such other ObligorsGrantors, equal to a fraction of such Accommodation Payment, the numerator of which fraction is such other Obligors’ “Grantor's Allocable Amount” Amount (as defined below) and the denominator of which is the sum of the Allocable Amounts of all of the ObligorsGrantors. As of any date of determination, the “"Allocable Amount” " of each Guarantor Grantor shall be equal to the maximum amount of liability for Accommodation Payments which could be asserted against such Guarantor Grantor hereunder without (a) rendering such Guarantor “Grantor "insolvent” " within the meaning of Section 101(31) of the Bankruptcy Code, Section 2 of the Uniform Fraudulent Transfer Act (the “"UFTA”), ") or Section 2 of the Uniform Fraudulent Conveyance Act (“"UFCA”), ") or (b) leaving such Guarantor Grantor with unreasonably small capital or assets, within the meaning of Section 548 of the Bankruptcy Code, Section 4 of the UFTA, or Section 4 of the UFCA, or (c) leaving such Guarantor unable to pay its debts as they become due within the meaning of Section 548 of the Bankruptcy Code, Section 4 of the UFTA, or Section 5 of the UFCA. All rights and claims of contribution, indemnification indemnification, and reimbursement under this Section 13.4 paragraph shall be subordinate in right of payment to the prior payment in full of the Secured Obligations. The provisions of this paragraph shall, to the extent expressly inconsistent with any provisions in any Credit Document, supersede such inconsistent provision.

Contribution and Indemnification. To the extent that any Guarantor shall repay any of the Guaranteed Obligations (any such payment hereinafter being called an “"Accommodation Payment”), then, to the extent that such Guarantor has not received the benefit of such repaid Obligations (whether through an inter-company loan or otherwise), ") then the Guarantor making such Accommodation Payment shall be entitled to contribution and indemnification from, and be reimbursed by, each of the other Obligors Guarantors hereunder in an amount, for each of such other ObligorsGuarantors, equal to a fraction of such Accommodation Payment, the numerator of which fraction is such other Obligors’ “Guarantor's Allocable Amount” Amount (as defined below) and the denominator of which is the sum of the Allocable Amounts of all of the ObligorsGuarantors. As of any date of determination, the “"Allocable Amount” " of each Guarantor shall be equal to the maximum amount of liability for Accommodation Payments which could be asserted against such Guarantor hereunder without (a) rendering such Guarantor “"insolvent” " within the meaning of Section 101 (31) of the Bankruptcy Code, Section 2 of the Uniform Fraudulent Transfer Act (the “"UFTA”), ") or Section 2 of the Uniform Fraudulent Conveyance Act (“"UFCA”"), (b) leaving such Guarantor with unreasonably small capital or assets, within the meaning of Section 548 of the Bankruptcy Code, Section 4 of the UFTA, or Section 4 5 of the UFCA, or (c) leaving such Guarantor unable to pay its debts as they become due within the meaning of Section 548 of the Bankruptcy Code, Code or Section 4 of the UFTA, or Section 5 of the UFCA. All rights and claims of contribution, indemnification indemnification, and reimbursement under this Section 13.4 paragraph shall be subordinate in right of payment to the prior payment in full of the Guaranteed Obligations. The provisions of this paragraph shall, to the extent expressly inconsistent with any provision in any Trade Creditor Lien Document, supersede such inconsistent provision.

Contribution and Indemnification. To the extent that any Guarantor shall repay any of the Obligations (an “"Accommodation Payment”"), then, to the extent that such Guarantor has not received the benefit of such repaid Obligations (whether through an inter-company loan or otherwise), the Guarantor making such Accommodation Payment shall be entitled to contribution and indemnification from, and be reimbursed by, each of the other Obligors in an amount, for each of such other Obligors, equal to a fraction of such Accommodation Payment, the numerator of which fraction is such other Obligors’ “Obligor's "Allocable Amount” " (as defined below) and the denominator of which is the sum of the Allocable Amounts of all of the Obligors. As of any date of determination, the “"Allocable Amount” " of each Guarantor Obligor shall be equal to the greater of (a) the amount of such repaid Obligations actually received by such Obligor (whether through inter-company loan or otherwise), and (b) the maximum amount of liability for Accommodation Payments which could be asserted against such Guarantor Obligor hereunder without (ai) rendering such Guarantor “Obligor "insolvent” " within the meaning of the Bankruptcy Code, Section 2 of the Uniform Fraudulent Transfer Act (the “"UFTA”"), or Section 2 of the Uniform Fraudulent Conveyance Act (“"UFCA”"), (bii) leaving such Guarantor Obligor with unreasonably small capital or assets, within the meaning of Section 548 of the Bankruptcy Code, Section 4 of the UFTA, or Section 4 of the UFCA, or (ciii) leaving such Guarantor Obligor unable to pay its debts as they become due within the meaning of Section 548 of the Bankruptcy Code, Section 4 of the UFTA, or Section 5 of the UFCA. All rights and claims of contribution, indemnification and reimbursement under this Section 13.4 8.4 shall be subordinate in right of payment to the prior payment in full of the Obligations.

Contribution and Indemnification. To the extent that any Guarantor Obligor shall repay any of the Obligations owing by any other Obligor (any such payment hereinafter being called an “Accommodation Payment”), then, to ) then the extent that such Guarantor has not received the benefit of such repaid Obligations (whether through an inter-company loan or otherwise), the Guarantor Obligor making such Accommodation Payment shall be entitled to contribution and indemnification from, and be reimbursed by, each of the other Obligors in an amount, for each of such other ObligorsObligor, equal to a fraction of such Accommodation Payment, the numerator of which fraction is such other Obligors’ “Obligor’s Allocable Amount” Amount (as defined below) and the denominator of which is the sum of the Allocable Amounts of all of the Obligors. As of any date of determination, the “Allocable Amount” of each Guarantor shall Obligor be equal to the maximum amount of liability for Accommodation Payments which could be asserted against such Guarantor hereunder Obligor under its Affiliate Accommodations without (a) rendering such Guarantor “insolvent” Obligor insolvent within the meaning of the Bankruptcy Code, Section 2 of the Uniform Fraudulent Transfer Act (the “UFTA”), Section 2 of ) or the Uniform Fraudulent Conveyance Act (“UFCA”), (b) leaving such Guarantor Obligor with unreasonably small capital or assets, within the meaning of Section 548 of the Bankruptcy Code, Section 4 of the UFTA, UFTA or Section 4 of the UFCA, or (c) leaving such Guarantor Obligor unable to pay its debts as they become due within the meaning of Section 548 of the Bankruptcy Code, Section 4 of the UFTA, UFTA or Section 5 of the UFCA. All rights and claims of contribution, indemnification indemnification, and reimbursement under this Section 13.4 shall be subordinate in right of payment to the prior payment in full of the Obligations, as provided by Section 15.8. The provisions of this Section shall, to the extent (if any) expressly inconsistent with any other provision in the Loan Document, supersede any such inconsistent provision.