Common use of Agreement To Pay; Subrogation Clause in Contracts

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Agent or any other Secured Party has at law or in equity against the Guarantor by virtue hereof, upon the failure of the Borrower or any other Loan Party to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice of prepayment or otherwise, the Guarantor hereby promises to and will forthwith pay, or cause to be paid, to the Collateral Agent or such other Secured Party as designated thereby in cash the amount of such unpaid Obligations. Upon payment by the Guarantor of any sums to the Collateral Agent or any Secured Party as provided above, all rights of the Guarantor against the Borrower arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subordinate and junior in right of payment to the prior indefeasible payment in full in cash of all the Obligations. In addition, any indebtedness of the Borrower now or hereafter held by the Guarantor is hereby subordinated in right of payment to the prior payment in full of the Obligations. If any amount shall erroneously be paid to the Guarantor on account of (i) such subrogation, contribution, reimbursement, indemnity or similar right or (ii) any such indebtedness of the Borrower, such amount shall be held in trust for the benefit of the Secured Parties and shall forthwith be paid to the Collateral Agent to be credited against the payment of the Obligations, whether matured or unmatured, in accordance with the terms of the Loan Documents.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Administrative Agent or any other Secured Guaranteed Party has at law or in equity against the Guarantor El Paso by virtue hereof, upon the failure of the Borrower or any other Loan Party Trustee to pay any Trust Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice of prepayment or otherwise, the Guarantor El Paso hereby promises to and will forthwith pay, or cause to be paid, to the Collateral Administrative Agent or such other Secured Guaranteed Party as designated thereby in cash the amount of such unpaid Trust Obligations. Upon payment by the Guarantor El Paso of any sums to the Collateral Administrative Agent or any Secured Guaranteed Party as provided above, all rights of the Guarantor El Paso against the Borrower Trustee arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subordinate and junior in right of payment to the prior indefeasible payment in full in cash of all the Trust Obligations. In addition, any indebtedness of the Borrower Trustee now or hereafter held by the Guarantor El Paso is hereby subordinated in right of payment to the prior payment in full of the Trust Obligations. If any amount shall erroneously be paid to the Guarantor El Paso on account of (i) such subrogation, contribution, reimbursement, indemnity or similar right or (ii) any such indebtedness of the BorrowerTrustee, such amount shall be held in trust for the benefit of the Secured Guaranteed Parties and shall forthwith be paid to the Collateral Administrative Agent to be credited against the payment of the Trust Obligations, whether matured or unmatured, in accordance with the terms of the Loan Documents.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Administrative Agent or any other Secured Party has at law or in equity against the Guarantor Holdings by virtue hereof, upon the failure of the Borrower or any other Loan Party to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice of prepayment or otherwise, the Guarantor Holdings hereby promises to and will forthwith pay, or cause to be paid, to the Collateral Administrative Agent or such other Secured Party as designated thereby in cash the amount of such unpaid Obligations. Upon payment by the Guarantor Holdings of any sums to the Collateral Administrative Agent or any other Secured Party as provided aboveabove or application of the Pledged Collateral, all rights of the Guarantor Holdings against the Borrower arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subordinate and junior in right of payment to the prior indefeasible payment in full in cash of all the Obligations. In addition, any indebtedness or other obligations of the Borrower now or hereafter held by or inuring to the Guarantor benefit of Holdings is hereby subordinated in right of payment to the prior indefeasible payment in full in cash of the Obligations. If any amount shall erroneously be paid to the Guarantor Holdings on account of (i) such subrogation, contribution, reimbursement, indemnity or similar right or (ii) any such indebtedness of the Borrower, such amount shall be held in trust for the benefit of the Secured Parties Lenders and shall forthwith be paid to the Collateral Administrative Agent to be credited against the payment of the Obligations, whether matured or unmatured, in accordance with the terms of the Loan Documents.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Agent or any other Secured Guaranteed Party has at law or in equity against the Guarantor El Paso by virtue hereof, upon the failure of the Borrower or any other Loan Party Trustee to pay any Trust Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice of prepayment or otherwise, the Guarantor El Paso hereby promises to and will forthwith pay, or cause to be paid, to the Collateral Agent or such other Secured Guaranteed Party as designated thereby in cash the amount of such unpaid Trust Obligations. Upon payment by the Guarantor El Paso of any sums to the Collateral Agent or any Secured Guaranteed Party as provided above, all rights of the Guarantor El Paso against the Borrower Trustee arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subordinate and junior in right of payment to the prior indefeasible payment in full in cash of all the Trust Obligations. In addition, any indebtedness of the Borrower Trustee now or hereafter held by the Guarantor El Paso is hereby subordinated in right of payment to the prior payment in full of the Trust Obligations. If any amount shall erroneously be paid to the Guarantor El Paso on account of (i) such subrogation, contribution, reimbursement, indemnity or similar right or (ii) any such indebtedness of the BorrowerTrustee, such amount shall be held in trust for the benefit of the Secured Guaranteed Parties and shall forthwith be paid to the Collateral Agent to be credited against the payment of the Trust Obligations, whether matured or unmatured, in accordance with the terms of the Loan Documents.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Administrative Agent or any other Secured Party has at law or in equity against the any Guarantor by virtue hereof, upon the failure of the Borrower or any other Loan Party to pay any Guaranteed Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice of prepayment or otherwise, the each Guarantor hereby promises to and will forthwith pay, or cause to be paid, to the Collateral Administrative Agent or such other for distribution to the applicable Secured Party as designated thereby Parties in cash the amount of such unpaid ObligationsGuaranteed Obligation plus any accrued and unpaid interest on such Guaranteed Obligation (including interest which, but for the Borrower’s becoming the subject of a case under the Bankruptcy Code, would have accrued on such Guaranteed Obligations whether or not such claim is allowed against the Borrower for such interest in the related bankruptcy case). Upon payment by the any Guarantor of any sums to the Collateral Administrative Agent or any Secured Party as provided above, all rights of the such Guarantor against the Borrower or any other Loan Party arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subordinate and junior in right of payment subject to the prior indefeasible payment in full in cash of all the Obligations. In addition, any indebtedness of the Borrower now or hereafter held by the Guarantor is hereby subordinated in right of payment to the prior payment in full of the ObligationsArticle VI. If any payment shall be required to be made to any Secured Party under this Agreement, each Guarantor hereby unconditionally and irrevocably agrees that it will contribute, to the maximum extent permitted by law, such amounts to each other Guarantor and the Borrower so as to maximize the aggregate amount shall erroneously be paid to the Guarantor on account of (i) such subrogation, contribution, reimbursement, indemnity or similar right or (ii) any such indebtedness of the Borrower, such amount shall be held in trust for the benefit of the Secured Parties and shall forthwith be paid to the Collateral Agent to be credited against the payment of the Obligations, whether matured under or unmatured, in accordance connection with the terms of the Loan Documents.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Administrative Agent or any other Secured Lending Party has at law or in equity against the Guarantor Borrowers or by virtue hereof, upon the failure of the any Term Borrower or any other Loan Party to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice of prepayment or otherwise, the Guarantor Cellco hereby promises to and will forthwith pay, or cause to be paid, to the Collateral Administrative Agent or such other Secured Lending Party as designated thereby in cash the amount of such unpaid Obligations. Upon payment by the Guarantor Cellco of any sums to the Collateral Administrative Agent or any Secured Lending Party as provided above, all rights of the Guarantor Cellco against the Borrower Term Borrowers arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subordinate and junior in right of payment to the prior indefeasible payment in full in cash of all the Obligations. In addition, any indebtedness of the any Term Borrower now or hereafter held by the Guarantor Cellco is hereby subordinated in right of payment to the prior payment in full of the Obligations. If any amount shall erroneously be paid to the Guarantor Cellco on account of (i) such subrogation, contribution, reimbursement, indemnity or similar right or (ii) any such indebtedness of the a Term Borrower, such amount shall be held in trust for the benefit of the Secured Lending Parties and shall forthwith be paid to the Collateral Administrative Agent to be credited against the payment of the Obligations, whether matured or unmatured, in accordance with the terms of the Loan Documentshereof.