Common use of Marshaling; Payments Set Aside Clause in Contracts

Marshaling; Payments Set Aside. None of the Administrative Agent, any Issuing Bank or any Lender shall be under any obligation to marshal any assets in favor of any Loan Party or any other party or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Party makes a payment or payments to the Administrative Agent, any Issuing Bank, or any Lender, or the Administrative Agent, any Issuing Bank or any Lender enforce their security interests or exercise their rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, state or federal law, common law or equitable cause, then to the extent of such recovery, the Guaranteed Obligations, or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor, shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of the Administrative Agent, any Issuing Bank Agent or any Lender shall be under any obligation to marshal any assets in favor of any Loan Party or any other party or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Party makes a payment or payments to the Administrative Agent, any Issuing Bank, or Agent and/or any Lender, or the Administrative Agent, any Issuing Bank or Agent and/or any Lender enforce their security interests or exercise their rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, state or federal law, common law or equitable cause, then to the extent of such recovery, the Guaranteed Obligations, or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor, shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of the Administrative Agent, any Issuing Bank or any No Lender Party shall be under any obligation to marshal any assets in favor of any Loan Party or any other party or against or in payment of any or all of the Guaranteed Obligations or the Specified Derivatives Obligations. To the extent that any Loan Party makes a payment or payments to the Administrative Agent, any Issuing BankLender, or and/or any LenderSpecified Derivatives Provider, or the Administrative Agent, any Issuing Bank or Lender, and/or any Lender Specified Derivatives Provider enforce their security interests or exercise their rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, state or federal law, common law or equitable cause, then to the extent of such recovery, the Guaranteed Obligations or Specified Derivatives Obligations, or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor, shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of the Administrative Agent, Neither any Issuing Bank or Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Loan Party or any other party Person or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Party makes a payment or payments to the Administrative Agent, any Issuing Bank, Agent or any Lender, Lenders (or to the Administrative Agent, any Issuing Bank on behalf of Lenders), or any Lender Agent or Lenders enforce their any security interests or exercise their rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state or federal law, common law or any equitable cause, then then, to the extent of such recovery, the Guaranteed Obligations, obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefortherefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of the Administrative Agent, any the Issuing Bank or any Lender shall be under any obligation to marshal any assets in favor of any Loan Party or any other party or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Party makes a payment or payments to the Administrative Agent, any the Issuing Bank, Bank or any Lender, or the Administrative Agent, any the Issuing Bank or any Lender enforce their security interests or exercise their exercises it rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, state or federal law, common law or equitable cause, then to the extent of such recovery, the Guaranteed Obligations, or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor, shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of the Administrative Agent, any Issuing Bank or any Lender shall be under any obligation to marshal any assets in favor of any Loan Party or any other party or against or in payment of any or all of the Guaranteed Secured Obligations. To the extent that any Loan Party makes a payment or payments to the Administrative Agent, any Issuing Bank, Bank or any Lender, or the Administrative Agent, any Issuing Bank or any Lender enforce their security interests or exercise their rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, state or federal law, common law or equitable cause, then to the extent of such recovery, the Guaranteed Secured Obligations, Secured Derivatives Obligations or Secured Cash Management Obligations, or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor, shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of the Administrative Agent, any the Issuing Bank or any Lender shall be under any obligation to marshal any assets in favor of any Loan Party or any other party or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Party makes a payment or payments to the Administrative Agent, any the Issuing Bank, Bank or any Lender, or the Administrative Agent, any the Issuing Bank or any Lender enforce their enforces its security interests or exercise their exercises its rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, state or federal law, common law or equitable cause, then to the extent of such recovery, the Guaranteed Obligations, Obligations or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor, shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of the Administrative Agent, any the Issuing Bank Bank, or any Lender shall be under any obligation to marshal any assets in favor of any Loan Party or any other party or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Party makes a payment or payments to the Administrative Agent, any the Issuing Bank, or any Lender, or the Administrative Agent, any the Issuing Bank or any Lender enforce their enforces its security interests or exercise their its rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, state or federal law, common law or equitable cause, then to the extent of such recovery, the Guaranteed Obligations, or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor, shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of the Administrative Agent, any the Issuing Bank or any Lender shall be under any obligation to marshal any assets in favor of any Loan Party Borrower or any other party or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Party Borrower makes a payment or payments to the Administrative Agent, any the Issuing Bank, Bank or any Lender, or the Administrative Agent, any the Issuing Bank Bank, or any Lender enforce their security interests or exercise their rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, state or federal law, common law or equitable cause, then to the extent of such recovery, the Guaranteed Obligations, or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor, shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of the Administrative Agent, any the Issuing Bank or any Lender shall be under any obligation to marshal any assets in favor of any Loan Party or any other party or against or in payment of any or all of the Guaranteed Obligations or the Specified Derivatives Obligations. To the extent that any Loan Party makes a payment or payments to the Administrative Agent, any the Issuing Bank, or any Lender, or the Administrative Agent, any the Issuing Bank or any Lender enforce their security interests or exercise their rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, state or federal law, common law or equitable cause, then to the extent of such recovery, the Guaranteed Obligations, or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor, shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of the Administrative Agent, Neither any Issuing Bank or Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Loan Credit Party or any other party Person or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Credit Party makes a payment or payments to the Administrative Agent or Lenders (or to Administrative Agent, any Issuing Bankon behalf of Lenders), or any Lender, or the Administrative Agent, Collateral Agent, or Lenders enforce any Issuing Bank or any Lender enforce their security interests or exercise their rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state or federal law, common law or any equitable cause, then then, to the extent of such recovery, the Guaranteed Obligations, obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefortherefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None Subject to entry of the Administrative AgentFinal DIP Financing Order, neither any Issuing Bank or Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Loan Party Borrower or any other party Person or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Party Borrower makes a payment or payments to the Administrative Agent, any Issuing Bankor Lenders (or to Administrative Agent, for the benefit of Lenders), or any Lender, Agent or the Administrative Agent, Lender enforces any Issuing Bank or any Lender enforce their security interests or exercise their rights exercises any right of setoffset-off, and such payment or payments or the proceeds of such enforcement or setoff set-off or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state or federal law, common law or any equitable cause, then then, to the extent of such recovery, the Guaranteed Obligations, obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefortherefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or setoff set-off had not occurred.

Marshaling; Payments Set Aside. None of the Administrative Agent, Neither any Issuing Bank or Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Loan Credit Party or any other party Person or against or in payment of any or all of the Guaranteed Credit Agreement Obligations. To the extent that any Loan Credit Party makes a payment or payments to the either Administrative Agent, any Issuing Bank or Lenders (or to either Administrative Agent, on behalf of Lenders or Issuing Bank), or any Lender, or the Administrative Agent, any Issuing Bank or Lender enforces any Lender enforce their security interests or exercise their rights exercises any right of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state or federal law, common law or any equitable cause, then then, to the extent of such recovery, the Guaranteed Obligations, obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefortherefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of the Administrative Agent, any Issuing Bank or Neither Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Loan Party the Borrowers or any other party or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Party Borrower makes a payment or payments to Agent or Lenders (or to Agent for the Administrative Agent, any Issuing Bankbenefit of Lenders), or Agent or Lenders enforce any Lender, or the Administrative Agent, any Issuing Bank or any Lender enforce their security interests or exercise their rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, or other state or federal law, common law or any equitable cause, then then, to the extent of such recovery, the Guaranteed Obligations, obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefortherefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of Neither the Administrative Agent, Agent nor any Issuing Bank or any Term Loan Lender shall be under any obligation to marshal any assets in favor of any Loan Party the Borrower or any other party or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Party the Borrower makes a payment or payments to the Administrative Agent, any Issuing Bank, Agent or any Lenderthe Term Loan Lenders (or to the Administrative Agent for the benefit of the Term Loan Lenders), or the Administrative Agent, Agent or the Term Loan Lenders enforce any Issuing Bank or any Lender enforce their security interests or exercise their rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state or federal law, common law or any equitable cause, then then, to the extent of such recovery, the Guaranteed Obligations, obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefortherefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of the Administrative Agent, Neither any Issuing Bank or Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Loan Credit Party or any other party Person or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Credit Party makes a payment or payments to the Administrative Agent or Lenders (or to Administrative Agent, any Issuing Bankon behalf of Lenders), or Collateral Agent or Lenders enforce any Lender, or the Administrative Agent, any Issuing Bank or any Lender enforce their security interests or exercise their rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state or federal law, common law or any equitable cause, then then, to the extent of such recovery, the Guaranteed Obligations, obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefortherefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of the Administrative Agent, any Issuing Bank or any Lender shall be under any obligation to marshal any assets in favor of any Loan Party or any other party or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Party makes a payment or payments to the Administrative Agent, any Issuing Bank, or any Lender, or the Administrative Agent, any Issuing Bank or any Lender enforce their security interests or exercise their rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, state or federal law, common law or equitable cause, then to the extent of such recovery, the Guaranteed Obligations, or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor, shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.. 110

Marshaling; Payments Set Aside. None of the Administrative Agent, any Issuing Bank or any Lender shall not be under any obligation to marshal any assets in favor favour of any Loan Party or any other party or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Party makes a payment or payments to the Administrative Agent, any Issuing Bank, or any Lender, or the Administrative AgentSecurity Agent or a Lender enforces the security interests granted to it pursuant to the Loan Documents in favour of the Security Agent on its own behalf and on behalf of the Lenders, any Issuing Bank or any Lender enforce their security interests or exercise their exercises its rights of setoff, and any such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, state or federal law, common law or equitable cause, then to the extent of such recovery, the Guaranteed Obligations, Obligations or part thereof originally intended to be satisfied, and all Liens, rights and remedies thereforthereof, shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of the Administrative Agent, any Issuing Bank or any Lender shall be under any obligation to marshal any assets in favor of any Loan Party or any other party or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Party makes a payment or payments to the Administrative Agent, any Issuing Bank, Bank or any Lender, or the Administrative Agent, any Issuing Bank Bank, or any Lender enforce their security interests or exercise their rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, state or federal law, common law or equitable cause, then to the extent of such recovery, the Guaranteed Obligations, or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor, shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of the Administrative Agent, any Issuing Bank or any Lender shall be under any obligation to marshal any assets in favor of any Loan Party or any other party or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Party makes a payment or payments to the Administrative Agent, any Issuing Bank, or any Lender, or the Administrative Agent, any Issuing Bank or any Lender enforce their security interests or exercise their rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, state or federal law, common law or equitable cause, then to the extent of such recovery, the Guaranteed Obligations, or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor, shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.. 109

Marshaling; Payments Set Aside. None of the Neither Administrative Agent, any Issuing Bank or Collateral Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Loan Party or any Shareholder or any other party or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Party or any Shareholder makes a payment or payments to the Administrative Agent or any Lender or Administrative Agent, any Issuing Bank, or any Lender, or the Administrative Agent, any Issuing Bank or Collateral Agent and/or any Lender enforce their enforces its security interests or exercise their exercises its rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, state or federal law, common law or equitable cause, then to the extent of such recovery, the Guaranteed Obligations, Obligations or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor, shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of the Neither Administrative Agent, any Issuing Bank or Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Loan Party Company or any other party or against or in payment of any or all of the Guaranteed Obligationsobligations. To the extent that any Loan Party Company makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the Administrative Agent, any Issuing Bankbenefit of Lenders), or Administrative Agent or Lenders enforce any Lender, or the Administrative Agent, any Issuing Bank or any Lender enforce their security interests or exercise their rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state or federal law, common law or any equitable cause, then then, to the extent of such recovery, the Guaranteed Obligations, obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefortherefor or related thereto, shall be revived and continued in full force 144 and effect as if such payment or payments had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of the Administrative Agent, Neither any Issuing Bank or Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Loan Credit Party or any other party Person or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Credit Party makes a payment or payments to the Administrative Agent or Lenders (or to Administrative Agent, any Issuing Bankon behalf of Lenders), or any Lender, Agent or the Administrative Agent, Lender enforces any Issuing Bank or any Lender enforce their security interests or exercise their rights exercises any right of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state or federal law, common law or any equitable cause, then then, to the extent of such recovery, the Guaranteed Obligations, obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefortherefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of the Administrative Agent, Neither any Issuing Bank or Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Loan Credit Party or any other party Person or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Credit Party makes a payment or payments to the Administrative Agent, any Issuing Bank or Lenders (or to Administrative Agent, on behalf of Lenders or Issuing Bank), or any Lender, or the Administrative Agent, any Issuing Bank or Lender enforces any Lender enforce their security interests or exercise their rights exercises any right of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state or federal law, common law or any equitable cause, then then, to the extent of such recovery, the Guaranteed Obligations, obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefortherefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of Neither the Administrative Agent, any Issuing Bank or Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Loan Party or any other party Person or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Party makes a payment or payments to the Administrative Agent or Lenders (or to the Administrative Agent, any Issuing Bank, or any Lenderon behalf of Lenders), or the Administrative Agent, any Issuing Bank Agent or any Lender enforce their security interests or Lenders exercise their rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent 126 or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state or federal law, common law or any equitable cause, then then, to the extent of such recovery, the Guaranteed Obligations, obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefortherefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of Neither the Administrative Agent, any Issuing Bank or Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Loan Party or any other party Person or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Party makes a payment or payments to the Administrative Agent or Lenders (or to the Administrative Agent, any Issuing Bank, or any Lenderon behalf of Lenders), or the Administrative Agent, any Issuing Bank Agent or any Lender enforce their security interests or Lenders exercise their rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state or federal law, common law or any equitable cause, then then, to the extent of such recovery, the Guaranteed Obligations, obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefortherefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of the Administrative Agent, any Issuing Bank No Holder or any Lender Collateral Agent shall be under any obligation to marshal any assets in favor of any Loan Party the Company or any other party or against or in payment of any or all of the Guaranteed Obligationsobligations. To the extent that any Loan Party the Company makes a payment or payments to any Holder (or to the Administrative Agent, any Issuing BankCollateral Agent for the benefit of Holders), or any Lender, Holder or the Administrative Agent, Collateral Agent enforces any Issuing Bank or any Lender enforce their security interests or exercise exercises their rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state or federal law, common law or any equitable cause, then then, to the extent of such recovery, the Guaranteed Obligations, obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefortherefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of the Administrative Agent, Neither any Issuing Bank or Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Loan Credit Party or any other party Person or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Credit Party makes a payment or payments to the Administrative Agent or Lenders (or to Administrative Agent, any Issuing Bankon behalf of Lenders), or any Lender, or the Administrative Agent, Collateral Agent or Lenders enforce any Issuing Bank or any Lender enforce their security interests or exercise their rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state or federal law, common law or any equitable cause, then then, to the extent of such recovery, the Guaranteed Obligations, obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefortherefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of the Administrative Agent, Neither any Issuing Bank or Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Loan Credit Party or any other party Person or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Credit Party makes a payment or payments to the Administrative Agent, any Issuing Bank or Lenders (or to Administrative Agent, on behalf of Lenders or Issuing 138 Bank), or any Lender, or the Administrative Agent, any Issuing Bank or Lender enforces any Lender enforce their security interests or exercise their rights exercises any right of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state or federal law, common law or any equitable cause, then then, to the extent of such recovery, the Guaranteed Obligations, obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefortherefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of the Administrative Agent, any Issuing Bank or any Lender shall be under any obligation to marshal any assets in favor of any Loan Party or any other party or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Party makes a payment or payments to the Administrative Agent, any Issuing Bank, or any Lender, or the Administrative Agent, any Issuing Bank or any Lender enforce their security interests or exercise their rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, state or federal law, common law or equitable cause, then to the extent of such recovery, the Guaranteed Obligations, or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor, shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.. 107

Marshaling; Payments Set Aside. None of the Neither Administrative and Documentation Agent, any Issuing Bank or Collateral Monitoring Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Loan Party or any other party or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Party makes a payment or payments to the Administrative and Documentation Agent, Collateral Monitoring Agent and/or any Issuing Bank, Lender or any Lender, or the Administrative and Documentation Agent, any Issuing Bank or Collateral Monitoring Agent and/or any Lender enforce their enforces its security interests or exercise their its rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, state or federal law, common law or equitable cause, then to the extent of such recovery, the Guaranteed Obligations, Obligations or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor, shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of the Neither Administrative Agent, any Issuing Bank or Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Loan Credit Party or any other party Person or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Credit Party makes a payment or payments to the Administrative Agent, any Issuing Bank, Agent or any Lender, or the Administrative Agent, any Issuing Bank Agent or any Lender enforce their enforces any security interests or exercise exercises their rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state or federal law, common law or any equitable cause, then then, to the extent of such recovery, the Guaranteed Obligations, obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefortherefor or related thereto, shall be revived reinstated and continued in full force and effect as if such payment or payments had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of the Administrative Agent, any Issuing Bank Lender or any Lender Specified Derivatives Provider shall be under any obligation to marshal any assets in favor of any Loan Party or any other party or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Party makes a payment or payments to the Administrative Agent, any Issuing Bank, Lender or any LenderSpecified Derivatives Provider, or the Administrative Agent, any Issuing Bank Lender or any Lender Specified Derivatives Provider enforce their security interests or exercise their rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, state or federal law, common law or equitable cause, then to the extent of such recovery, the Guaranteed Obligations, or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor, shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of the Administrative Agent, any Issuing Bank or Agent, any Lender or Huntington as issuing bank shall be under any obligation to marshal any assets property in favor of the Company, any Loan Party Subsidiary thereof, any party to this Agreement or any other party or against or in payment of any or all of the Guaranteed Obligations or the Secured Obligations. To the extent that the Company or any Loan Party Subsidiary thereof makes a payment or payments to the Administrative Agent, any Issuing Bankthe Agents, the Lenders or Huntington as issuing bank, or any Lender, such Person receives payment from the proceeds of the Collateral or the Administrative Agent, any Issuing Bank or any Lender enforce their security interests or exercise their exercises its rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, state or federal law, common law or equitable causeparty, then to the extent of such recovery, the Guaranteed Obligations, obligation or part thereof originally intended to be satisfied, and all Liens, rights right and remedies therefor, shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of the Administrative Agent, any Issuing Bank Bank, or any Lender shall be under any obligation to marshal any assets in favor of any Loan Party or any other party or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Party makes a payment or payments to the Administrative Agent, any Issuing Bank, Bank or any Lender, or the Administrative Agent, any Issuing Bank or any Lender enforce their enforces its security interests or exercise their its rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, state or federal law, common law or equitable cause, then to the extent of such recovery, the Guaranteed Obligations, or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor, shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.

Marshaling; Payments Set Aside. None of the Administrative Agent, any the Issuing Bank or any Lender shall be under any obligation to marshal any assets in favor of any Loan Party or any other party or against or in payment of any or all of the Guaranteed Obligations. To the extent that any Loan Party makes a payment or payments to the Administrative Agent, Agent and/or the Issuing Bank and/or any Issuing Bank, or any Lender, Lender or the Administrative Agent, any Agent and/or the Issuing Bank or and/or any Lender enforce their security interests or exercise their rights of setoff, and such payment or payments or the proceeds of such enforcement or setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, state or federal law, common law or equitable cause, then to the extent of such recovery, the Guaranteed Obligations, Obligations or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefortherefore, shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.