Common use of Marshalling; Payments Set Aside Clause in Contracts

Marshalling; Payments Set Aside. Neither Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower or any other party or against or in payment of any or all of the Obligations. To the extent that Borrower makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit of Lenders), or Administrative Agent or Lenders enforce any security interests or exercise their rights of set-off, and such payment or payments or the proceeds of such enforcement or 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off had not occurred.

Marshalling; Payments Set Aside. Neither Administrative Agent, nor Collateral Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower Company or any other party or against or in payment of any or all of the Obligations. To the extent that any Borrower makes a payment or payments to Administrative either Agent or Lenders (or to Administrative either Agent for the benefit of Lenders), or Administrative either Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Credit Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit Agent, on behalf of Lenders), or Administrative any Agent or Lenders enforce Lender enforces any security interests or exercise their rights exercises any right of set-off, and such payment or payments or the proceeds of such enforcement or 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Credit Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit Agent, on behalf of Lenders), or Administrative any Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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 state, provincial, or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither the Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Credit Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Credit Party makes a payment or payments to the Administrative Agent or Lenders (or to the Administrative Agent for the benefit Agent, on behalf of Lenders), or the Administrative Agent or Lenders enforce any security interests Liens or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Obligor or any other party Person or against or in payment of any or all of the Term Loan Obligations. To the extent that Borrower any Obligor makes a payment or payments to the Administrative Agent or Lenders (or to the Administrative Agent for the benefit Agent, on behalf of Lenders), or the Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Credit Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit Agent, on behalf of Lenders), or Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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 state, provincial or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Credit Party or any other party Person or against or in payment of any or all of the Credit Document Obligations. To the extent that Borrower any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit Agent, on behalf of Lenders), or Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Loan Party or any other party or against or in payment of any or all of the Obligations. To the extent that Borrower any Loan Party makes a payment or payments to Administrative Agent or Lenders Secured Parties (or to Administrative Agent for the benefit of Lenders), or Administrative Agent Agents or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Loan Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Loan Party makes a payment or payments to Administrative Agent Agents or Lenders (or to Administrative Agent for the benefit any Agent, on behalf of Lenders), or Administrative Agent, Collateral Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of the Borrower or any other party Person or against or in payment of any or all of the Obligations. To the extent that the Borrower makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit Agent, on behalf of Lenders), or Administrative any Agent or the Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative No Agent nor any or Lender shall be under any obligation to marshal any assets in favor of the Borrower or any other party Person or against or in payment of any or all of the Obligations. To the extent that the Borrower makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent for Agent, on behalf of the benefit of Lenders), ) or the Administrative Agent or the Lenders enforce any security interests or exercise exercises their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower the Company or any other party or against or in payment of any or all of the Obligations. To the extent that Borrower the Company makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent or Collateral Agent for the benefit of the Lenders), or Administrative any Agent or the Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower Company or any other party Person or against or in payment of any or all of the ObligationsObligations or any other amount due hereunder. To the extent that Borrower Company makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit Paying Agent, on behalf of Lenders), or Administrative Agent, Collateral Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Loan Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Loan Party makes a payment or payments to the Administrative Agent or Lenders (or to the Administrative Agent for the benefit Agent, on behalf of Lenders), or Administrative any Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived automatically reinstated and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off had not occurred.111

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Credit Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit Agent, on behalf of Lenders), or Administrative Agent, Collateral Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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 lawDebtor Relief Law, any other state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower Company or any other party Person or against or in payment of any or all of the ObligationsObligations or any other amount due hereunder. To the extent that Borrower Company makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit Agent, on behalf of Lenders), or Administrative Agent, Collateral Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.. 103

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower the Company or any other party or against or in payment of any or all of the Obligations. To the extent that Borrower the Company makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent or Collateral Agent for the benefit of the Lenders), or Administrative any Agent or the Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Credit Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit Agent, on behalf of Lenders), or Administrative any Agent or Lenders enforce any security interests or exercise their rights of set-off, and such payment or payments or the proceeds of such enforcement or 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 state, provincial, territorial or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off had not occurred.. 10.11

Marshalling; Payments Set Aside. Neither the Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Credit Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Credit Party makes a payment or payments to the Administrative Agent or Lenders (or to the Administrative Agent for Agent, on behalf of the benefit of LendersSecured Parties), or the Administrative Agent or Lenders enforce any security interests Liens or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Credit Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Credit Party makes a payment or payments to Administrative Agent, Collateral Agent or Lenders (or to Administrative Agent for the benefit Agent, on behalf of Lenders), or Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower or any other party or against or in payment of any or all of the Obligations. To the extent that Borrower makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit of Lenders), or Administrative Agent or Lenders enforce any security interests or exercise their rights of set-off, and such payment or payments or the proceeds of such enforcement or 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off had not occurred.. 10.12

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Credit Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Credit Party makes a payment or payments to Administrative Agent Agent, or Lenders (or to Administrative Agent for the benefit Agent, on behalf of Lenders), or Administrative Agent Agent, Collateral Agent, or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of the Borrower or any other party or against or in payment of any or all of the Obligations. To the extent that the Borrower makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent for the benefit of the Lenders), or Administrative any Agent or the Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Credit Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Credit Party makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent for Agent, on behalf of the benefit of Lenders), or the Administrative Agent or the Lenders enforce any security interests or exercise their rights of set-off, and such payment or payments or the proceeds of such enforcement or 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower Company or any other party Person or against or in payment of any or all of the ObligationsObligations or any other amount due hereunder. To the extent that Borrower Company makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit Agent, on behalf of Lenders), or Administrative Agent, Collateral Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds 115 of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower the Company or any other party or against or in payment of any or all of the Obligations. To the extent that Borrower the Company makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent for the benefit of the Lenders), or Administrative Agent the Agents or the Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Credit Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit Agent, on behalf of Lenders), or Administrative Agent Agent, Collateral Agent, or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside aside, and/or required to be repaid to a trustee, receiver receiver, or any other party under any bankruptcy law, any other state or federal law, common law law, or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights rights, and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower Holdings or any other party or against or in payment of any or all of the Obligations. To the extent that Borrower Holdings makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent for the benefit of the Lenders), or Administrative any Agent or the Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Credit Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Credit Party makes a payment or payments to Administrative Agent or Lenders any Lender (or to Administrative Agent for the benefit Agent, on behalf of Lendersany Lender), or Administrative any Agent or Lenders enforce Lender enforces any security interests or exercise their rights exercises any right of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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 State or federal Federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower Company or any other party Person or against or in payment of any or all of the ObligationsObligations or any other amount due hereunder. To the extent that Borrower Company makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit Agent, on behalf of Lenders), or Administrative Agent, Collateral Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.. 101

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Credit Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit Agent, on behalf of Lenders), or Administrative Agent, Collateral Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred. 10.11.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Credit Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit Agent, on behalf of Lenders), or Administrative Agent, Collateral Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.. 100

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Credit Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Credit Party makes a payment or payments to Administrative Agent Agent, or Lenders (or to Administrative Agent for the benefit Agent, on behalf of Lenders), or Administrative Agent, Collateral Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of the Borrower or any other party or against or in payment of any or all of the Obligations. To the extent that the Borrower makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit of Lenders), or Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower or any other party or against or in payment of any or all of the Obligations. To the extent that Borrower makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit of Lenders), ) or Administrative Agent or Lenders or enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative Agent nor any Lender None of Agents or Lenders shall be under any obligation to marshal any assets in favor of either Borrower or any other party or against or in payment of any or all of the Obligations. To the extent that a Borrower makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit of Lenders), or Administrative Agent any of Agents or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative No Holder or Collateral Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower Parent, any Guarantor or any other party or against or in payment of any or all of the Obligationsobligations. To the extent that Borrower Parent or any Guarantor makes a payment or payments to Administrative Agent or Lenders any Holder (or to Administrative the Collateral Agent for the benefit of LendersHolders), or Administrative any Holder or Collateral Agent or Lenders enforce enforces any security interests or exercise exercises their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Loan Party or any other party person or against or in payment of any or all of the Obligations. To the extent that Borrower any Loan Party makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent for Agent, on behalf of the benefit of Lenders), or Administrative any Agent or the Lenders enforce any security interests or exercise their rights of set-off, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower Company or any other party Person or against or in payment of any or all of the ObligationsObligations or any other amount due hereunder. To the extent that Borrower Company makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit 105 Agent, on behalf of Lenders), or Administrative Agent, Collateral Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower Company or any other party Person or against or in payment of any or all of the ObligationsObligations or any other amount due hereunder. To the extent that Borrower Company makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit Agent, on behalf of Lenders), or Administrative Agent, Collateral Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended 104 to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Borrower or any other party or against or in payment of any or all of the Obligations. To the extent that any Borrower makes a payment or payments to Administrative any Agent or Lenders Lender (or to Administrative any Agent for the benefit of Lenders), or Administrative any Agent or Lenders enforce Lender enforces any security interests interest or exercise their exercises its rights of set-off, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Loan Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Loan Party makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent for Agent, on behalf of the benefit of Lenders), or Administrative any Agent or the Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.. 137

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower Company or any other party Person or against or in payment of any or all of the ObligationsObligations or any other amount due hereunder. To the extent that Borrower Company makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit Agent, on behalf of Lenders), or Administrative Agent, Collateral Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside 95 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Loan Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Loan Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit Agent, on behalf of Lenders), or Administrative Agent or Lenders enforce any security interests or exercise their rights of set-off, and such payment or payments or the proceeds of such enforcement or set-off or 116 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off had not occurred.

Marshalling; Payments Set Aside. Neither Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Credit Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit on behalf of Lenders), or Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part 107 EXECUTION 114 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Credit Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Credit Party makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent for Agent, on behalf of the benefit of Lenders), or Administrative any Agent or Lenders enforce Lender enforces any security interests or exercise their rights exercises any right of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative No Holder or Collateral Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower Issuer, any Guarantor or any other party or against or in payment of any or all of the Obligationsobligations. To the extent that Borrower Issuer or any Guarantor makes a payment or payments to Administrative Agent or Lenders any Holder (or to Administrative the Collateral Agent for the benefit of LendersHolders), or Administrative any Holder or Collateral Agent or Lenders enforce enforces any security interests or exercise exercises their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower or any other party or against or in payment of any or all of the Obligations. To the extent that Borrower makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit of Lenders), or Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights 149 and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Restricted Person or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Restricted Person makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit Agent, on behalf of Lenders), or Administrative Agent or Lenders enforce any security interests or exercise their rights of set-off, and such payment or payments or the proceeds of such enforcement or 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Credit Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit Agent, on behalf of Lenders), or Administrative Agent, Collateral Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be -100- revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower or any other party Guarantor or Loan Party, or against or in payment of any or all of the Obligations. To the extent that Borrower makes a payment or payments to Administrative Agent or Lenders any Lender (or to Administrative Agent for the benefit of Lendersany Lender), or Administrative Agent or Lenders enforce any Lender enforces any security interests or exercise their exercises its rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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 causecase, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liensliens, security interests, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower Company or any other party or against or in payment of any or all of the Obligations. To the extent that Borrower Company makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent or Collateral Agent for the benefit of the Lenders), or Administrative any Agent or the Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Credit Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit Agent, on behalf of Lenders), or Administrative Agent, Collateral Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such 110 enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Credit Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit Agent, on behalf of Lenders), Lenders or Administrative Agent, Collateral Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative Agent None of any Agent, Arranger nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Credit Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit Agent, on behalf of Lenders), or Administrative any Agent or Lenders enforce Lender enforces any security interests or exercise their rights exercises any right of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Loan Party or any other party or against or in payment of any or all of the Obligations. To the extent that Borrower Company makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent for the benefit of Lendersthe Secured Creditors), or Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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 similar official in respect of a Loan Party under any bankruptcy law, any other state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Credit Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Credit Party makes a payment or payments to Administrative Agent or the Lenders (or to Administrative Agent for Agent, on behalf of the benefit of Lenders), or Administrative any Agent or Lenders enforce any Lender enforces any security interests or exercise their rights exercises any right of set-off, and such payment or payments or the proceeds of such enforcement or 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Loan Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Loan Party makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent for Agent, on behalf of the benefit of Lenders), or Administrative any Agent or Lenders enforce Lender enforces any security interests or exercise their its rights of set-off, and such payment or payments or the proceeds of such enforcement or 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Credit Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Credit Party makes a payment or payments to the Administrative Agent or Lenders (or to the Administrative Agent for the benefit Agent, on behalf of Lenders), or the Administrative Agent, Collateral Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.

Marshalling; Payments Set Aside. Neither Administrative any Agent nor any Lender shall be under any obligation to marshal any assets in favor of Borrower any Credit Party or any other party Person or against or in payment of any or all of the Obligations. To the extent that Borrower any Credit Party makes a payment or payments to Administrative Agent Agents or Lenders (or to Administrative Agent for the benefit Agents, on behalf of Lenders), or Administrative Agent Agents or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off 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, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor 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 set-off setoff had not occurred.