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 Loan Secured Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of the Borrower or any other Grantor to pay any Loan Obligation when and as the same shall become due and payable, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly pay, or cause to be paid, to the Collateral Agent for distribution to the Loan Secured Parties in cash the amount of such unpaid Loan Obligation (other than payment of any contingent obligations). Upon payment by any Guarantor of any sums to the Collateral Agent as provided above, all rights of such Guarantor against the Borrower or any other Guarantor arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Agent or any other Loan Secured Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of the any Borrower or any other Grantor Loan Party to pay any Loan Obligation when and as the same shall become due and payabledue, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the Collateral Agent for distribution to the Loan applicable Secured Parties in cash the amount of such unpaid Obligation; provided, however, that the aggregate amount to be paid by the Foreign Guarantors pursuant to this Section 2.05 shall not exceed the amount of Foreign Obligations then unpaid by the applicable Loan Obligation (other than payment of any contingent obligations)Party. Upon payment by any Guarantor of any sums to the Collateral Agent as provided above, all rights of such Guarantor against the any Borrower or any other Guarantor arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.VI.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Agent or any other Loan Secured Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of the either Borrower or any other Grantor Loan Party to pay any Loan Obligation or Parent Borrower Guaranteed Obligation, as applicable, when and as the same shall become due and payable, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly pay, or cause to be paid, to the Collateral Agent for distribution to the Loan Secured Parties in cash the amount of such unpaid Loan Obligation or Parent Borrower Guaranteed Obligation, as applicable (in each case, other than payment of any contingent obligations). Upon payment by any Guarantor of any sums to the Collateral Agent as provided above, all rights of such Guarantor against the any Borrower or any other Guarantor arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.VI.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Agent or any other Loan Secured Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of the Borrower or any other Grantor Loan Party to pay any Loan Obligation when and as the same shall become due and payabledue, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the Collateral Agent for distribution to the Loan applicable Secured Parties in cash the amount of such unpaid Loan Obligation (other than payment subject to the proviso in the first sentence of any contingent obligationsSection 2.01). Upon payment by any Guarantor of any sums to the Collateral Agent as provided above, all rights of such Guarantor against the Borrower or any other Guarantor arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.VI.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the any Collateral Agent or any other Loan Secured Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of the Borrower or any other Grantor Loan Party to pay any Loan Obligation when and as the same shall become due and payable, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly pay, or cause to be paid, to the Collateral Agent Agents for distribution to the Loan Secured Parties in cash the amount of such unpaid Loan Obligation (in each case, other than payment of any contingent obligations)) after written demand therefor. Upon payment by any Guarantor of any sums to the Collateral Agent Agents as provided above, all rights of such Guarantor against the Borrower or any other Guarantor arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.VI.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Agent or any other Loan Secured Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of the Borrower or any other Grantor Credit Party to pay any Loan Guaranteed Obligation when and as the same shall become due and payabledue, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the Collateral Agent for distribution to the Loan Secured Parties in cash the amount of such unpaid Loan Obligation (other than payment of any contingent obligations)Guaranteed Obligation. Upon payment by any Guarantor of any sums to the Collateral Agent as provided above, all rights of such Guarantor against the Borrower or any other Guarantor Credit Party arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject fully subordinated to Article V.the Payment in Full of the Guaranteed Obligations.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Agent or any other Loan Secured Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of the Borrower or any other Grantor to pay any Loan Obligation when and as the same shall become due and payable, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly pay, or cause to be paid, to the Collateral Agent for distribution to the Loan Secured Parties in cash the amount of such unpaid Loan Obligation (other than payment of any contingent obligations). Upon payment by any Guarantor of any sums to the Collateral Agent as provided above, all rights of such Guarantor against the Borrower or any other Guarantor arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Agent or any other Loan Secured Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of the Borrower or any other Grantor Credit Party to pay any Loan Obligation when and as the same shall become due and payabledue, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the Collateral Agent for distribution to the Loan applicable Secured Parties in cash the amount of such unpaid Loan Obligation (other than payment than, in the case of any contingent obligationsSubsidiary Credit Party, if such unpaid Obligation is an Obligation of Parent). Upon payment by any Guarantor of any sums to the Collateral Agent as provided above, all rights of such Guarantor against the Borrower or any other Guarantor Credit Party arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.VI.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Agent or any other Loan Secured Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of the Borrower or any other Grantor Loan Party to pay any Loan Obligation when and as the same shall become due and payabledue, subject to any applicable grace periods set forth in the Credit Agreement, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the Collateral Agent for distribution to the Loan applicable Secured Parties in accordance with Section 5.02 hereof, in cash the amount of such unpaid Loan Obligation (other than payment of any contingent obligations)Obligation. Upon payment by any Guarantor of any sums to the Collateral Agent as provided above, all rights of such Guarantor against the Borrower or any other Guarantor arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.VI.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Agent or any other Loan Secured Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of the Borrower or any other Grantor Credit Party to pay any Loan Guaranteed Obligation when and as the same shall become due and payabledue, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the Collateral Agent for distribution to the Loan Secured Parties in cash the amount of such unpaid Loan Obligation (other than payment of any contingent obligations)Guaranteed Obligation. Upon payment by any Guarantor of any sums to the Collateral Agent as provided above, all rights of such Guarantor against the Borrower or any other Guarantor Credit Party arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject fully subordinated to Article V.the indefeasible payment in full in cash of the Guaranteed Obligations (except for contingent indemnities and cost and expense reimbursement obligations to the extent no claim has been made).

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Agent or any other Loan Secured Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of the Borrower or any other Grantor Credit Party to pay any Loan Guaranteed Obligation when and as the same shall become due and payabledue, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the Collateral Agent for distribution to the Loan Secured Parties in cash the amount of such unpaid Loan Obligation (other than payment of any contingent obligations)Guaranteed Obligation. Upon payment by any Guarantor of any sums to the Collateral Agent as provided above, all rights of such Guarantor against the Borrower or any other Guarantor Credit Party arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject fully subordinated to Article V.the Payment in Full of the Guaranteed Obligations (except for contingent indemnities and cost and expense reimbursement obligations to the extent no claim has been made).

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Agent or any other Loan Secured Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of the Borrower or any other Grantor Credit Party to pay any Loan Guaranteed Obligation when and as the same shall become due and payabledue, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the Collateral Agent for distribution to the Loan Secured Parties in cash the amount of such unpaid Loan Obligation (other than payment of any contingent obligations)Guaranteed Obligation. Upon payment by any Guarantor of any sums to the Collateral Agent as provided above, all rights of such Guarantor against the Borrower or any other Guarantor Credit Party arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject fully subordinated to Article V.the indefeasible payment in full in cash of the Guaranteed Obligations (except for contingent indemnities and cost and expense reimbursement obligations to the extent no claim has been made).

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Agent or any other Loan Secured Party has at law or in equity against any Subsidiary Guarantor by virtue hereof, upon the failure of the Borrower or any other Grantor Loan Party to pay any Loan Obligation when and as the same shall become due and payabledue, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Subsidiary Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the Collateral Agent for distribution to the Loan applicable Secured Parties in cash the amount of such unpaid Loan Obligation (other than payment of any contingent obligations)Obligation. Upon payment by any Subsidiary Guarantor of any sums to the Collateral Agent as provided above, all rights of such Subsidiary Guarantor against the Borrower or any other Subsidiary Guarantor arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.VI.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Agent or any other Loan Secured Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of the Borrower or any other Grantor Loan Party to pay any Loan Obligation when and as the same shall become due and payabledue, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the Collateral Agent for distribution to the Loan applicable Secured Parties in cash the amount of such unpaid Loan Obligation (other than payment of any contingent obligations)guaranteed by such Guarantor pursuant to this Agreement. Upon payment by any Guarantor of any sums to the Collateral Agent as provided above, all rights of such Guarantor against the Borrower or any other Guarantor Loan Party arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.Section 13.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Agent or any other Loan Purchase Money Secured Party has at law or in equity against any Subsidiary Guarantor by virtue hereof, upon the failure of the Borrower or any other Grantor Subsidiary Guarantor to pay any Loan Purchase Money Obligation when and as the same shall become due and payabledue, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Subsidiary Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the Collateral Agent for distribution to the Loan applicable Purchase Money Secured Parties in cash the amount of such unpaid Loan Obligation (other than payment of any contingent obligations)Purchase Money Obligation. Upon payment by any Subsidiary Guarantor of any sums to the Collateral Agent as provided above, all rights of such Subsidiary Guarantor against the Borrower or any other Subsidiary Guarantor arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.VI.

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 Loan Secured Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of the Borrower or any other Grantor Loan Party to pay any Loan Obligation Secured Obligation, when and as the same shall become due and payable, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly pay, or cause to be paid, to the Collateral Administrative Agent for distribution to the Loan Secured Parties in cash the amount of such unpaid Loan Secured Obligation (other than payment of any contingent obligations). Upon payment by any Guarantor of any sums to the Collateral Administrative Agent as provided above, all rights of such Guarantor against the Borrower or any other Guarantor arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.

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 Loan Secured Lender Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of the any Borrower or any other Grantor Loan Party to pay any Loan Obligation when and as the same shall become due and payabledue, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the Collateral Administrative Agent for distribution to the Loan Secured applicable Lender Parties in cash the amount of such unpaid Obligation; provided, however, that the aggregate amount to be paid by the Foreign Guarantors pursuant to this Section 2.05 shall not exceed the amount of Foreign Obligations then unpaid by the applicable Loan Obligation (other than payment of any contingent obligations)Party. Upon payment by any Guarantor of any sums to the Collateral Administrative Agent as provided above, all rights of such Guarantor against the any Borrower or any other Guarantor arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.VI.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Agent Noteholder Representative or any other Loan Secured Party has at law or in equity against any Guarantor by virtue hereof, but subject to limitations of applicable law, upon the failure of the Borrower Issuer or any other Grantor Note Party to pay any Loan Guaranteed Obligation when and as the same shall become due and payabledue, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the Collateral Agent Noteholder Representative for distribution to the Loan applicable Secured Parties in cash the amount of such unpaid Loan Obligation (other than payment of any contingent obligations)Guaranteed Obligation. Upon payment by any Guarantor of any sums to the Collateral Agent Noteholder Representative as provided above, all rights of such Guarantor against the Borrower Issuer or any other Guarantor Note Party arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.III.

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 Loan U.S. Secured Party has have at law or in equity against any Guarantor by virtue hereof, upon the failure of the U.S. Borrower or any other Grantor U.S. Loan Party to pay any Loan Guaranteed Obligation when and as the same shall become due and payable, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly pay, or cause to be paid, to the Collateral Administrative Agent for distribution to the Loan U.S. Secured Parties in cash the amount of such unpaid Loan Guaranteed Obligation (other than payment of any contingent obligations). Upon payment by any Guarantor of any sums to the Collateral Administrative Agent as provided above, all rights of such Guarantor against the U.S. Borrower or any other Guarantor arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.

Agreement To Pay; Subrogation. In furtherance of the foregoing fore- going and not in limitation of any other right that the First Lien Collateral Agent or any other Loan Secured Party has at applicable law or in equity against any Guarantor by virtue hereof, upon the failure of the Borrower or any other Grantor Loan Party to pay any Loan Secured Obligation when and as the same shall become due and payabledue, whether at maturity, by acceleration, after notice of prepayment or otherwiseother- wise, each Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the First Lien Collateral Agent for distribution to the Loan applicable Secured Parties in cash the amount of such unpaid Loan Obligation (other than payment of any contingent obligations)Secured Obligation. Upon payment by any Guarantor of any sums to the Collateral First Lien Col- lateral Agent as provided above, all rights of such Guarantor against the Borrower or any other Guarantor Loan Party arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.III.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Agent or any other Loan Secured Guaranteed Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of the Term Borrower or any other Grantor Loan Party to pay any Loan Guaranteed Obligation when and as the same shall become due and payabledue, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the Collateral Agent for distribution to the Loan Secured applicable Guaranteed Parties in cash the amount of such unpaid Loan Obligation (other than payment of any contingent obligations)Guaranteed Obligation. Upon payment by any Guarantor of any sums to the Collateral Agent as provided above, all rights of such Guarantor against the Borrower Term Borrower, or other Loan Party or any other Guarantor arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.VI.

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 Loan Secured Guaranteed Party has at law or in equity against any Subsidiary Guarantor by virtue hereof, upon the failure of the Borrower or any other Grantor Loan Party to pay any Loan Guaranteed Obligation when and as the same shall become due and payabledue, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Subsidiary Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the Collateral Administrative Agent for distribution to the Loan Secured applicable Guaranteed Parties in cash the amount of such unpaid Loan Obligation (other than payment of any contingent obligations)Guaranteed Obligation. Upon payment by any Subsidiary Guarantor of any sums to the Collateral Administrative Agent as provided above, all rights of such Subsidiary Guarantor against the Borrower or any other Subsidiary Guarantor arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.III.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Agent or any other Loan Secured Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of the Borrower or any other Grantor Loan Party to pay any Loan Obligation when and as the same shall become due and payabledue, subject to any applicable grace periods set forth in the Term Loan Agreement, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the Collateral Agent for distribution to the Loan applicable Secured Parties in accordance with Section 7.03 of the Term Loan Agreement, in cash the amount of such unpaid Loan Obligation (other than payment of any contingent obligations)Obligation. Upon payment by any Guarantor of any sums to the Collateral Agent as provided above, all rights of such Guarantor against the Borrower or any other Guarantor arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.VI.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Agent or any other Loan Secured Guaranteed Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of the Borrower or any other Grantor Loan Group Party to pay any Guaranteed Obligation that such Loan Obligation Group Party is obligated to pay, when and as the same shall become due and payabledue, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the Collateral Agent for distribution to the Loan Secured applicable Guaranteed Parties in cash the amount of such unpaid Loan Obligation (other than payment of any contingent obligations)Guaranteed Obligation. Upon payment by any Guarantor of any sums to the Collateral Agent as provided above, all rights of such Guarantor against the Borrower FCX or any other Guarantor Loan Group Party arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.VI.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Agent or any other Loan Secured Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of the a Borrower or any other Grantor Loan Party to pay any Loan Guaranteed Obligation when and as the same shall become due and payabledue, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the Collateral Agent for distribution to the Loan applicable Secured Parties in cash the amount of such unpaid Loan Obligation Guaranteed Obligation; provided, however, that no Guarantor described in clause (other than payment d) or (e) of the definition of Excluded Subsidiary shall be required to make any payments in respect of any contingent obligations)US Borrower Obligations. Upon payment by any Guarantor of any sums to the Collateral Agent as provided above, all rights of such Guarantor against the a Borrower or any other Guarantor arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.Section 8.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Agent or any other Loan Secured Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of the Borrower or any other Grantor Loan Party to pay any Loan Obligation when and as the same shall become due and payable, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly pay, or cause to be paid, to the Collateral Agent for distribution to the Loan Secured Parties in cash the amount of such unpaid Loan Obligation (other than payment of any contingent obligations). Upon payment by any Guarantor of any sums to the Collateral Agent as provided above, all rights of such Guarantor against the Borrower or any other Guarantor arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Agent or any other Loan Secured Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of the any Borrower or any other Grantor Loan Party to pay any Loan Obligation or Parent Borrower Guaranteed Obligation, as applicable, when and as the same shall become due and payable, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly pay, or cause to be paid, to the Collateral Agent for distribution to the Loan Secured Parties in cash the amount of such unpaid Loan Obligation or Parent Borrower Guaranteed Obligation, as applicable (in each case, other than payment of any contingent obligations). Upon payment by any Guarantor of any sums to the Collateral Agent as provided above, all rights of such Guarantor against the any Borrower or any other Guarantor arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Agent or any other Term Loan Secured Party has at law or in equity against any Subsidiary Guarantor by virtue hereof, upon the failure of the Borrower or any other Grantor Subsidiary Guarantor to pay any Term Loan Obligation when and as the same shall become due and payabledue, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Subsidiary Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the Collateral Agent for distribution to the applicable Term Loan Secured Parties in cash the amount of such unpaid Term Loan Obligation (other than payment of any contingent obligations)Obligation. Upon payment by any Subsidiary Guarantor of any sums to the Collateral Agent as provided above, all rights of such Subsidiary Guarantor against the Borrower or any other Subsidiary Guarantor arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.VI.

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 Loan Secured Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of the Borrower or any other Grantor Loan Party to pay any Loan Obligation when and as the same shall become due and payabledue, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the Collateral Administrative Agent for distribution to the Loan applicable Secured Parties in cash the amount of such unpaid Loan Obligation (other than payment of any contingent obligations)Obligation; provided that such promise shall be limited as set forth in the proviso in Section 2.01. Upon payment by any Guarantor of any sums to the Collateral Administrative Agent as provided above, all rights of such Guarantor against the Borrower or any other Guarantor arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.VI.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Second Lien Collateral Agent, the Administrative Agent or any other Loan Second Lien Secured Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of the Borrower or any other Grantor Loan Party to pay any Loan Obligation when and as the same shall become due and payabledue, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the Second Lien Collateral Agent for distribution to the Loan applicable Second Lien Secured Parties in cash the amount of such unpaid Loan Obligation (other than payment of any contingent obligations)Obligation. Upon payment by any Guarantor of any sums to the Second Lien Collateral Agent as provided above, all rights of such Guarantor against the Borrower or any other Guarantor Loan Party arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.III.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the First Lien Collateral Agent, the Administrative Agent or any other Loan First Lien Secured Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of the Borrower or any other Grantor Loan Party to pay any Loan Obligation when and as the same shall become due and payabledue, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the First Lien Collateral Agent for distribution to the Loan applicable First Lien Secured Parties in cash the amount of such unpaid Loan Obligation (other than payment of any contingent obligations)Obligation. Upon payment by any Guarantor of any sums to the First Lien Collateral Agent as provided above, all rights of such Guarantor against the Borrower or any other Guarantor Loan Party arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.III.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that any of the Collateral Agent Agents or any other Loan Secured Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of any of the Borrower Borrowers or any other Grantor Loan Party to pay any Loan Obligation when and as the same shall become due and payable, due. whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the Collateral Agent for distribution to the Loan applicable Secured Parties in cash the amount of such unpaid Loan Obligation (other than payment of Obligation, subject to any contingent obligations)applicable limitations set forth in Section 2.07. Upon payment by any Guarantor of any sums to the Collateral Agent as provided above, all rights of such Guarantor against any of the Borrower Borrowers or any other Guarantor Loan Party arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.IV.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Agent or any other Loan Secured Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of the Borrower or any other Grantor Loan Party to pay any Loan Obligation when and as the same shall become due and payabledue, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the Collateral Agent (or, prior to the Discharge of First Lien Obligations, to the First Lien Collateral Agent) for distribution to the Loan applicable Secured Parties in cash the amount of such unpaid Loan Obligation (other than payment of any contingent obligations)Obligation. Upon payment by any Guarantor of any sums to the Collateral Agent as provided above, all rights of such Guarantor against the Borrower or any other Guarantor arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.VI.

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 Loan Secured Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of the a Borrower or any other Grantor Loan Party to pay any Loan Obligation when and as the same shall become due and payabledue, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the Collateral Administrative Agent for distribution to the Loan applicable Secured Parties in cash the amount of such unpaid Loan Obligation Obligation; provided, however, that no Guarantor described in clause (other than payment d) or (f) of the definition of Excluded Subsidiary shall be required to make any payments in respect of any contingent obligations)US Borrower Obligations. Upon payment by any Guarantor of any sums to the Collateral Administrative Agent as provided above, all rights of such Guarantor against the a Borrower or any other Guarantor arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.Section 8.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Collateral Agent or any other Loan Secured Party Creditor has at law or in equity against any Guarantor by virtue hereof, upon the failure of any of the Borrower Borrowers or any other Grantor Credit Party to pay any Loan Obligation when and as the same shall become due and payabledue, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the Collateral Agent for distribution to the Loan applicable Secured Parties Creditors in cash the amount of such unpaid Loan Obligation (other than payment of Obligation, subject to any contingent obligations)applicable limitations set forth in Section 2.07. Upon payment by any Guarantor of any sums to the Collateral Agent as provided above, all rights of such Guarantor against any of the Borrower Borrowers or any other Guarantor Credit Party arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.IV.

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 Loan Secured Party has at law or in equity against any the Limited Recourse Guarantor by virtue hereof, upon the failure of the Borrower Borrower, or any other Grantor Guarantor to pay any Loan Guaranteed Obligation when and as the same shall become due and payabledue, whether at maturity, by acceleration, after notice of prepayment or otherwise, each the Limited Recourse Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the Collateral Administrative Agent for distribution to the Loan applicable Secured Parties in cash the amount of such unpaid Loan Obligation (other than payment of any contingent obligations)Guaranteed Obligations. Upon payment by any the Limited Recourse Guarantor of any sums to the Collateral Administrative Agent as provided above, all rights of such the Limited Recourse Guarantor against the Borrower or any other Guarantor arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.III.

Agreement To Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the either Collateral Agent or any other Loan Secured Party has at law or in equity against any U.S. Guarantor by virtue hereof, upon the failure of the either Borrower or any other Grantor Loan Party to pay any Loan Obligation when and as the same shall become due and payabledue, whether at maturity, by acceleration, after notice of prepayment or otherwise, each U.S. Guarantor hereby jointly and severally promises to and will promptly forthwith pay, or cause to be paid, to the U.S. Collateral Agent for distribution to the Loan applicable Secured Parties in cash the amount of such unpaid Loan Obligation (other than payment of any contingent obligations)Obligation. Upon payment by any U.S. Guarantor of any sums to the U.S. Collateral Agent as provided above, all rights of such U.S. Guarantor against the either Borrower or any other U.S. Guarantor arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article V.VI.