Common use of Subrogation to Rights of Holders of Guarantor Senior Indebtedness Clause in Contracts

Subrogation to Rights of Holders of Guarantor Senior Indebtedness. Subject to the prior payment in full of all Guarantor Senior Indebtedness, the Holders shall be subrogated (equally and ratably with the holders of all indebtedness of the Guarantor which by its express terms is not superior in right of payment to the Guaranty and ranks pari passu with the Guaranty and is entitled to like rights of subrogation) to the rights of the holders of such Guarantor Senior Indebtedness to receive payments or distributions of assets or securities of the Guarantor applicable to the Guarantor Senior Indebtedness. For purposes of such subrogation, no payments or distributions in respect of the Guarantor Senior Indebtedness of assets or securities which otherwise would have been payable or distributable to Holders shall, as between the Guarantor, its creditors other than the holders of Guarantor Senior Indebtedness, and the Holders, be deemed to be a payment by the Guarantor to or on account of the Guarantor Senior Indebtedness, and no payments or distributions to the Trustee or the Holders of the Securities of assets or securities which are applied to the satisfaction of Guarantor Senior Indebtedness, as the case may be, by virtue of the subordination herein provided for shall, as between the Guarantor, its creditors other than the holders of Guarantor Senior Indebtedness and the Holders of the Securities, be deemed to be a payment by the Guarantor to or on account of the Guaranty.

Subrogation to Rights of Holders of Guarantor Senior Indebtedness. Subject to the prior payment in full of all Guarantor Senior Indebtedness or the provision for such payment in cash or cash equivalents or otherwise in a manner satisfactory to the holders of Guarantor Senior Indebtedness, the rights of the Holders of Convertible Debentures shall be subrogated to the extent of the payments or distributions made to the holders of such Guarantor Senior Indebtedness pursuant to the provisions of this Article (equally and ratably with the holders of all indebtedness of the New Devon Guarantor which by its express terms is not superior in right subordinated to indebtedness of payment the New Devon Guarantor to substantially the same extent as the Guarantor Obligations are subordinated to the Guaranty and ranks pari passu with the Guaranty Guarantor Senior Indebtedness and is entitled to like rights of subrogation) to the rights of the holders of such Guarantor Senior Indebtedness to receive payments or and distributions of assets or cash, property and securities of the Guarantor applicable to the Guarantor Senior IndebtednessIndebtedness until the principal of (and premium, if any) and interest on the Convertible Debentures shall be paid in full. For purposes of such subrogation, no payments or distributions in respect to the holders of the Guarantor Senior Indebtedness of assets any cash, property or securities to which otherwise the Holders of Convertible Debentures or the Trustee would have been payable be entitled except for the provisions of this Article, and no payments over pursuant to the provisions of this Article to or distributable to for the benefit of the holders of Guarantor Senior Indebtedness by Holders of Convertible Debentures or the Trustee, shall, as between among the New Devon Guarantor, its creditors other than the holders of Guarantor Senior Indebtedness, Indebtedness and the HoldersHolders of Convertible Debentures, be deemed to be a payment or distribution by the New Devon Guarantor to or on account of the Guarantor Senior Indebtedness, and no payments or distributions to the Trustee or the Holders of the Securities of assets or securities which are applied to the satisfaction of Guarantor Senior Indebtedness, as the case may be, by virtue of the subordination herein provided for shall, as between the Guarantor, its creditors other than the holders of Guarantor Senior Indebtedness and the Holders of the Securities, be deemed to be a payment by the Guarantor to or on account of the Guaranty.