Common use of Subrogation, etc Clause in Contracts

Subrogation, etc. At any time that a payment is made by any Guarantor with respect to the Obligations, such Guarantor shall have a right of contribution against the Company and each other Person (other than any Lender Party) obligated under, or otherwise a party to, any Loan Document (each, an "Obligor") and each other Obligor shall have an obligation to indemnify such Guarantor in me maximum amount permitted by applicable law, which right of contribution and indemnity shall be subject to adjustment at the time of any subsequent payment with respect to the Obligations; provided, however, that the maximum aggregate liability of any Guarantor shall not exceed the maximum amount of liability that such Guarantor can incur without rendering such contribution and indemnity rights void or voidable under applicable law relating to fraudulent conveyance or fraudulent transfers or similar law, and not for any greater amount; provided, further, however, that no Guarantor will exercise any rights which it may acquire by reason of any payment made hereunder, whether by way of rights of subrogation, 159 reimbursement or otherwise, until the prior payment, in full and in cash, of all Obligations of the Company and each other Obligor and the termination of the Commitments and the expiry of the Letters of Credit. Any amount paid to any Guarantor on account of any payment made hereunder prior to the payment in full of all Obligations of the Company and each other Obligor shall be held in trust for the benefit of the Lender Parties and shall immediately be paid to the Agent and credited and applied against the Obligations of the Company and each other Obligor, whether matured or unmatured, in accordance with the terms of the Credit Agreement; provided, however, that if

Subrogation, etc. At any time that a payment is made by any Guarantor with respect to the Obligations, such Guarantor shall have a right of contribution against the Company and each other Person (other than any Lender Party) obligated under, or otherwise a party to, any Loan Document (each, an "Obligor") and each other Obligor shall have an obligation to indemnify such Guarantor in me the maximum amount permitted by applicable law, which right of contribution and indemnity shall be subject to adjustment at the time of any subsequent payment with respect to the Obligations; provided, however, that the maximum aggregate liability of any Guarantor shall not exceed the maximum amount of liability that such Guarantor can incur 183 without rendering such contribution and indemnity rights void or voidable under applicable law relating to fraudulent conveyance or fraudulent transfers or similar law, and not for any greater amount; provided, further, however, that no Guarantor will exercise any rights which it may acquire by reason of any payment made hereunder, whether by way of rights of subrogation, 159 reimbursement or otherwise, until the prior payment, in full and in cash, of all Obligations of the Company and each other Obligor and the termination of the Commitments and the expiry of the Letters of Credit. Any amount paid to any Guarantor on account of any payment made hereunder prior to the payment in full of all Obligations of the Company and each other Obligor shall be held in trust for the benefit of the Lender Parties and shall immediately be paid to the Agent and credited and applied against the Obligations of the Company and each other Obligor, whether matured or unmatured, in accordance with the terms of the Credit Agreement; provided, however, that if

Subrogation, etc. At any time that a payment is made by any Guarantor with respect to the Obligations, such Guarantor shall have a right of contribution against the Company and each other Person (other than any Lender Party) obligated under, or otherwise a party to, any Loan Document (each, an "Obligor") Obligor and each other Obligor shall have an obligation to indemnify such Guarantor in me the maximum amount permitted by applicable lawApplicable Law, which right of contribution and indemnity shall be subject to adjustment at the time of any subsequent payment with respect to the Obligations; providedPROVIDED, howeverHOWEVER, that the maximum aggregate liability of any Guarantor shall not exceed the maximum amount of liability that such Guarantor can incur without rendering such contribution and indemnity rights void or voidable under applicable law Applicable Law relating to fraudulent conveyance or fraudulent transfers or similar lawtransfers, and not for any greater amount; providedPROVIDED, furtherFURTHER, howeverHOWEVER, that no Guarantor will exercise any rights which it may acquire by reason of any payment made hereunder, whether by way of rights of subrogation, 159 reimbursement or otherwise, until the prior payment, in full and in cash, of all Obligations of the Company Borrowers and each other Obligor and the termination of the Commitments and the expiry of the Letters of CreditObligor. Any amount paid to any Guarantor on account of any payment made hereunder prior to the payment in full of all Obligations of the Company Borrowers and each other Obligor shall be held in trust for the benefit of the Lender Parties and each holder of a Note and shall immediately be paid to the Administrative Agent and credited and applied against the Obligations of the Company Borrowers and each other Obligor, whether matured or unmatured, in accordance with the terms of the Credit Agreement; providedPROVIDED, howeverHOWEVER, that if

Subrogation, etc. At Notwithstanding any time that a payment is or payments made by any the Guarantor with respect to the Obligations, such Guarantor shall have a right of contribution against the Company and each other Person (other than any Lender Party) obligated underhereunder, or otherwise a party toany set-off or application of funds of the Guarantor by any Lender, any Loan Document (each, an "Obligor") and each other Obligor shall have an obligation to indemnify such Guarantor in me maximum amount permitted by applicable law, which right of contribution and indemnity shall be subject to adjustment at the time of any subsequent payment with respect to the Obligations; provided, however, that the maximum aggregate liability of any Guarantor shall not exceed the maximum amount of liability that such Guarantor can incur without rendering such contribution and indemnity rights void or voidable under applicable law relating to fraudulent conveyance or fraudulent transfers or similar law, and not for any greater amount; provided, further, however, that no Guarantor will exercise any of the rights of the Administrative Agent or any Lender which it the Guarantor may acquire by reason way of subrogation, by any payment made hereunder, whether by way reason of rights such set-off or application of subrogation, 159 reimbursement funds or otherwise, against the Company or any collateral security or guarantee or right of set-off held by any Lender for the payment of the Obligations, nor shall the Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the prior payment, Administrative Agent and the Lenders by the Company on account of the Obligations are paid in full and in cash, of all Obligations of the Company and each other Obligor and the termination of the Commitments and the expiry of the Letters of Creditare terminated. Any If any amount shall be paid to any the Guarantor on account of such subrogation rights at any payment made hereunder prior to time when all of the payment Obligations shall not have been paid in full of all Obligations of or the Company and each other Obligor Commitments shall not have been terminated, such amount shall be held by the Guarantor in trust for the benefit Administrative Agent and the Lenders, segregated from other funds of the Lender Parties Guarantor, and shall immediately shall, forthwith upon receipt by the Guarantor, be paid turned over to the Administrative Agent and credited and in the exact form received by such Guarantor (duly indorsed by the Guarantor to the Administrative Agent, if required), to be applied against the Obligations of the Company and each other ObligorObligations, whether matured or unmatured, in accordance with such order as required by the terms of the applicable Credit Agreement; provided, however, that ifDocuments.

Subrogation, etc. At Notwithstanding any time that a payment is or payments made by any Guarantor with respect to of the ObligationsGuarantors hereunder or any set-off or application of funds of any of the Guarantors by any Lender, such no Guarantor shall have a right exercise any of contribution against the Company and each other Person (other than rights of the Administrative Agent or any Lender Party) obligated under, or otherwise a party to, any Loan Document (each, an "Obligor") and each other Obligor shall have an obligation to indemnify such which the Guarantor in me maximum amount permitted by applicable law, which right of contribution and indemnity shall be subject to adjustment at the time of any subsequent payment with respect to the Obligations; provided, however, that the maximum aggregate liability of any Guarantor shall not exceed the maximum amount of liability that such Guarantor can incur without rendering such contribution and indemnity rights void or voidable under applicable law relating to fraudulent conveyance or fraudulent transfers or similar law, and not for any greater amount; provided, further, however, that no Guarantor will exercise any rights which it may acquire by reason way of subrogation, by any payment made hereunder, whether by way reason of rights such set-off or application of subrogation, 159 reimbursement funds or otherwise, against the Company or any other Guarantor or any collateral security or guarantee or right of set-off held by any Lender for the payment of the Obligations, nor shall any Guarantor seek or be entitled to seek any contribution or reimbursement from the Company or any other Guarantor in respect of payments made by such Guarantor hereunder, until all amounts owing to the prior payment, Administrative Agent and the Lenders by the Company on account of the Obligations are paid in full and in cash, of all Obligations of the Company and each other Obligor and the termination of the Commitments and the expiry of the Letters of Creditare terminated. Any If any amount shall be paid to any Guarantor on account of such subrogation rights at any payment made hereunder prior to time when all of the payment Obligations shall not have been paid in full of all Obligations of or the Company and each other Obligor Commitments shall not have been terminated, such amount shall be held by such Guarantor in trust for the benefit Administrative Agent and the Lenders, segregated from other funds of the Lender Parties such Guarantor, and shall immediately shall, forthwith upon receipt by such Guarantor, be paid turned over to the Administrative Agent and credited and in the exact form received by such Guarantor (duly indorsed by such Guarantor to the Administrative Agent, if required), to be applied against the Obligations of the Company and each other ObligorObligations, whether matured or unmatured, in accordance with such order as required by the terms of the applicable Credit Agreement; provided, however, that ifDocuments.