Transfer by Subrogation Clause Samples

Transfer by Subrogation. If (a) the Administrative Agent on behalf of the Senior Lenders receives payment of any of the Subordinated Indebtedness, (b) the Senior Indebtedness has been paid in full in cash and (c) there are no further Letters of Credit outstanding and no further Commitments outstanding under the Credit Agreement, then the Senior Lenders will each, at the Subordinated Creditor’s request and expense, execute and deliver to the Subordinated Creditor appropriate documents, without recourse and without representation or warranty (except as to their right to transfer such Senior Indebtedness and related security free of encumbrances created by the Senior Lenders), necessary to evidence the transfer by subrogation to the Subordinated Creditor of an interest in its Senior Indebtedness and any security held therefor resulting from such payment of the Subordinated Indebtedness to the Administrative Agent.

Transfer by Subrogation. If (a) the Senior Lenders or their representatives receive payment of any of the Subordinated Indebtedness, (b) the Senior Indebtedness has been paid in full in cash and (c) there are no further Commitments outstanding under the Credit Agreements, then the Senior Lenders will each, at the Subordinated Creditor’s request and expense, execute and deliver to the Subordinated Creditor appropriate documents, without recourse and without representation or warranty (except as to their right to transfer such Senior Indebtedness and related security free of encumbrances created by the Senior Lenders), necessary to evidence the transfer by subrogation to the Subordinated Creditor of an interest in its Senior Indebtedness and any security held therefor resulting from such payment of the Subordinated Indebtedness to the Senior Lenders.

Transfer by Subrogation. If (a) the Agent on behalf of the Senior Lenders receives payment of any of the Subordinated Indebtedness, (b) the Senior Indebtedness has been paid in full in cash and (c) there are no further Commitments outstanding under the Credit Agreement, then the Senior Lenders will each, at the Subordinated Creditor's request and expense, execute and deliver to the Subordinated Creditor appropriate documents, without recourse and without representation or warranty (except as to their right to transfer such Senior Indebtedness and related security free of encumbrances created by the Senior Lenders), necessary to evidence the transfer by subrogation to the Subordinated Creditor of an interest in its Senior Indebtedness and any security held therefor resulting from such payment of the Subordinated Indebtedness to the Agent. Exh G -- 4 ARTICLE 5 DEALINGS WITH BORROWERS 5.1 RESTRICTION DEALINGS BY SUBORDINATED CREDITOR Except with the prior written consent of the Agent with the consent of the Required Lenders, the Subordinated Creditor shall not: (a) assign all or any portion of the Subordinated Indebtedness in favor of any person other than the Senior Lenders unless such person has agreed in writing with the Agent to be bound by the provisions hereof in the place and stead of the Subordinated Creditor; or (b) commence, or join with any other person in commencing, any dissolution, winding-up, liquidation, reorganization, bankruptcy, insolvency, receivership or similar proceedings respecting the Obligor.

Transfer by Subrogation. Exh E — 5 Form of Subordination Agreement

Transfer by Subrogation. If (a) the Administrative Agent on behalf of the Senior Lenders receives payment of any of the Subordinated Indebtedness, (b) the Senior Indebtedness has been paid in full in cash and (c) there are no further Letters of Credit outstanding and no further Commitments outstanding under the Credit Agreement, then the Senior Lenders will each, at the Subordinated Creditor's request and expense, execute and deliver to the Subordinated Creditor appropriate documents, without recourse and without representation or warranty (except as to their right to transfer such Senior Indebtedness and related

Transfer by Subrogation. 5.1 Restriction Dealings by Subordinated Creditor (a) assign all or any portion of the Subordinated Indebtedness in favor of any Person other than the Senior Lenders unless such Person has agreed in writing with the Administrative Agent to be bound by the provisions hereof in the place and stead of the Subordinated Creditor; or (b) commence, or join with any other Person in commencing, any Proceeding respecting the Obligor or any Subsidiary of the Obligor. Notwithstanding anything in this Agreement, the Subordinated Creditor acknowledges each of the Senior Lenders shall be entitled to: Form of Subordination Agreement