Common use of Subrogation to Rights of Holders of Senior Debt Clause in Contracts

Subrogation to Rights of Holders of Senior Debt. Subject to the payment in full of all Senior Debt, the rights of the Holders of the Securities shall be subrogated to the rights of the holders of such Senior Debt to receive payments and distributions of cash, property and securities applicable to the Senior Debt until the principal of and premium, if any, and interest on the Securities shall be paid in full. Subject to the payment in full of all Guarantor Senior Debt, the rights of the Holders of the Securities shall be subrogated to the rights of the holders of such Guarantor Senior Debt to receive payments and distributions of cash, property and securities applicable to such Guarantor Senior Debt until the principal of and premium, if any, and interest on the Securities shall be paid in full. For purposes of such subrogation, no payments or distributions to the holders of the Senior Debt or Guarantor Senior Debt of any cash, property or securities to which the Holders of the Securities or the Trustee would be entitled except for the provisions of this Article XIV, and no payments over pursuant to the provisions of this Article XIV to the holders of Senior Debt or Guarantor Senior Debt by Holders of the Securities or the Trustee, shall, as among the Company, the Subsidiary Guarantors, their respective creditors (other than holders of Senior Debt and the Guarantor Senior Debt and the Holders of the Securities, be deemed to be a payment or distribution by the Company to or on account of the Senior Debt). Neither the Holders of the Securities nor the Trustee shall have any claim against the holders of the Senior Debt or the Guarantor Senior Debt or the New Credit Facility Agent for any impairment of the subrogation rights herein granted arising out of any release of Liens securing the Senior Debt or the Guarantor Senior Debt.

Subrogation to Rights of Holders of Senior Debt. Subject to the payment in full of all amounts due or to become due on all Senior DebtDebt of the Company or the Guarantor, as the rights case may be, or the provision for such payment in cash or cash equivalents or otherwise in a manner satisfactory to the holders of Senior Debt of the Company or the Guarantor, as the case may be, the Holders of the Securities shall be subrogated to the extent of the payments or distributions made to the holders of such Senior Debt pursuant to the provisions of this Article (equally and ratably with the holders of all indebtedness of the Company or the Guarantor, as the case may be, which by its express terms is subordinated to Senior Debt of the Company or the Guarantor, as the case may be, to substantially the same extent as the Securities are subordinated to the Senior Debt of the Company or the Guarantor, as the case may be, and is entitled to like rights of subrogation by reason of any payments or distributions made to holders of such Senior Debt) to the rights of the holders of such Senior Debt to receive payments and distributions of cash, property and securities applicable to the Senior Debt of the Company or the Guarantor, as the case may be, until the principal of (and premium, if any, ) and interest on the Securities shall be paid in full. Subject to the payment in full of all Guarantor Senior Debt, the rights of the Holders of the Securities shall be subrogated to the rights of the holders of such Guarantor Senior Debt to receive payments and distributions of cash, property and securities applicable to such Guarantor Senior Debt until the principal of and premium, if any, and interest on the Securities shall be paid in full. For purposes of such subrogation, no payments or distributions to the holders of the Senior Debt of the Company or Guarantor Senior Debt the Guarantor, as the case may be, of any cash, property or securities to which the Holders of the Securities or the Trustee would be entitled except for the provisions of this Article XIVArticle, and no payments over pursuant to the provisions of this Article XIV to the holders of Senior Debt of the Company or Guarantor Senior Debt the Guarantor, as the case may be, by Holders of the Securities or the Trustee, shall, as among the CompanyCompany or the Guarantor, as the Subsidiary Guarantorscase may be, their respective its creditors (other than holders of its Senior Debt and the Guarantor Senior Debt Debt, and the Holders of the Securities, be deemed to be a payment or distribution by the Company or the Guarantor to or on account of the Senior Debt). Neither the Holders of the Securities nor the Trustee shall have any claim against the holders of the Senior Debt or the Guarantor Senior Debt or the New Credit Facility Agent for any impairment of the subrogation rights herein granted arising out of any release of Liens securing the Senior Debt or the Guarantor its Senior Debt.

Subrogation to Rights of Holders of Senior Debt. The Holder ----------------------------------------------- shall not be subrogated to the rights of the holders of the Senior Debt to receive payments or distributions of assets of DMC until all amounts payable with respect to the Senior Debt shall be paid in full, and, for the purposes of such subrogation, no payments or distributions to the holders of the Senior Debt of any cash, property or securities to which the Holder would be entitled except for these provisions shall, as between DMC, its creditors other than the holders of the Senior Debt, and the Holder of this Note, be deemed to be a payment by DMC to or on account of the Senior Debt. The subordination provisions of this Note are and are intended solely for the purpose of defining the relative rights of the Holder, on the one hand, and the holders of the Senior Debt, on the other hand. Subject to the payment in full of all of the Senior Debt, the rights Holder of the Holders of the Securities this Note shall be subrogated to the rights of the holders of such Senior Debt to receive payments and or distributions of cash, property and or securities of DMC applicable to the Senior Debt until the principal of and premium, if any, and interest all amounts owing on the Securities shall be paid in full. Subject to the payment in full of all Guarantor Senior Debt, the rights of the Holders of the Securities shall be subrogated to the rights of the holders of such Guarantor Senior Subordinated Debt to receive payments and distributions of cash, property and securities applicable to such Guarantor Senior Debt until the principal of and premium, if any, and interest on the Securities shall be paid in full. For purposes of such subrogation, no payments or distributions to the Holder of cash, property, securities or other assets by virtue of the subrogation herein provided which otherwise would have been made to the holders of the Senior Debt or Guarantor Senior Debt of any cash, property or securities to which the Holders of the Securities or the Trustee would be entitled except for the provisions of this Article XIV, and no payments over pursuant to the provisions of this Article XIV to the holders of Senior Debt or Guarantor Senior Debt by Holders of the Securities or the Trustee, shall, as among the Companybetween DMC, the Subsidiary Guarantors, their respective its creditors (other than the holders of Senior Debt and the Guarantor Senior Debt and the Holders Holder of the Securitiesthis Note, be deemed to be a payment or distribution by the Company to or on account of the Senior Subordinated Debt). Neither The Holder agrees that, in the Holders event that all or any part of any payment made on account of the Securities nor Senior Debt is recovered from the Trustee holders of Senior Debt as a preference, fraudulent transfer or similar payment under any bankruptcy, insolvency or similar law, any payment or distribution received by the Holder on account of the Subordinated Debt at any time after the date of the payment so recovered, whether pursuant to the right of subrogation provided for in this Note or otherwise, shall be deemed to have any claim against been received by the Holder in trust as the property of the holders of the Senior Debt or and the Guarantor Senior Debt or Holder shall forthwith deliver the New Credit Facility Agent for any impairment same to a representative on behalf of the subrogation rights herein granted arising out holders of any release of Liens securing the Senior Debt or for the Guarantor equal and ratable benefit of the holders of the Senior DebtDebt for application to payment of all Senior Debt in full.

Subrogation to Rights of Holders of Senior Debt. Subject to the payment in full of all amounts due or to become due on all Senior DebtDebt of the Corporation or the Guarantor, as the rights case may be, or the provision for such payment in cash or cash equivalents or otherwise in a manner satisfactory to the holders of Senior Debt of the Corporation or the Guarantor, as the case may be, the Holders of the Securities and the Guarantees, respectively, 84 shall be subrogated to the extent of the payments or distributions made to the holders of such Senior Debt pursuant to the provisions of this Article (equally and ratably with the holders of all indebtedness of the Corporation or the Guarantor, as the case may be, that by its express terms is subordinated to Senior Debt of the Corporation or the Guarantor, as the case may be, to substantially the same extent as the Securities and the Guarantees, respectively, are subordinated to the Senior Debt of the Corporation or the Guarantor, as the case may be, and is entitled to like rights of subrogation by reason of any payments or distributions made to holders of such Senior Debt) to the rights of the holders of such Senior Debt to receive payments and distributions of cash, property and securities applicable to the Senior Debt of the Corporation or the Guarantor, as the case may be, until the principal of (and premium, if any, ) and interest (including any Additional Interest) on the Securities shall be paid in full. Subject to or the payment in full of all Guarantor Senior DebtGuarantees, the rights of the Holders of the Securities shall be subrogated to the rights of the holders of such Guarantor Senior Debt to receive payments and distributions of cashrespectively, property and securities applicable to such Guarantor Senior Debt until the principal of and premium, if any, and interest on the Securities shall be paid in full. For purposes of such subrogation, no payments or distributions to the holders of the Senior Debt of the Corporation or Guarantor Senior Debt the Guarantor, as the case may be, of any cash, property or securities to which the Holders of the Securities or the Guarantees, as the case may be, or the Trustee would be entitled except for the provisions of this Article XIVArticle, and no payments over pursuant to the provisions of this Article XIV to the holders of Senior Debt of the Corporation or Guarantor Senior Debt the Guarantor, as the case may be, by Holders of the Securities or the Guarantees, as the case may be, or the Trustee, shall, as among the CompanyCorporation or the Guarantor, as the Subsidiary Guarantorscase may be, their respective its creditors (other than holders of its Senior Debt and the Guarantor Senior Debt Debt, and the Holders of the SecuritiesSecurities or the Guarantees, as the case may be, be deemed to be a payment or distribution by the Company Corporation or the Guarantor, as the case may be, to or on account of the Senior Debt). Neither the Holders of the Securities nor the Trustee shall have any claim against the holders of the Senior Debt or the Guarantor Senior Debt or the New Credit Facility Agent for any impairment of the subrogation rights herein granted arising out of any release of Liens securing the Senior Debt or the Guarantor its Senior Debt.

Subrogation to Rights of Holders of Senior Debt. Subject to the payment in full of all Senior DebtDebt of the Company as provided herein, the rights of the Holders of the Securities of any series and any related Guarantees shall be subrogated (to the extent of the payments or distributions made to the holders of such Senior Debt pursuant to the provisions of this Article X) to the rights of the holders of such Senior Debt to receive payments and or distributions of cashassets of the Company or the Subsidiary Guarantors, property and securities as the case may be, applicable to the Senior Debt until the principal of and premium, if any, and interest all amounts owing on the Securities of such series and any related Guarantees shall be paid in full. Subject For the purpose of such subrogation, no such payments or distributions to the holders of such Senior Debt by the Company or the Subsidiary Guarantors, as the case may be, or by or on behalf of the Holders of the Securities of such series and any related Guarantees by virtue of this Article X, which otherwise would have been made to such Holders shall, as between the Company or the Subsidiary Guarantors, as the case may be, and such Holders, be deemed to be payment in full by the Company or the Subsidiary Guarantors, as the case may be, or on account of all Guarantor such Senior Debt, it being understood that the provisions of this Article X are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities shall be subrogated to of a series and any related Guarantees, on the rights of one hand, and the holders of such Guarantor Senior Debt to receive payments and distributions of cashDebt, property and securities applicable to such Guarantor Senior Debt until the principal of and premium, if any, and interest on the Securities shall be paid in fullother hand. For purposes of such subrogation, no payments If any payment or distributions to the holders of the Senior Debt or Guarantor Senior Debt of any cash, property or securities distribution to which the Holders of the Securities or the Trustee and any related Guarantees would be otherwise have been entitled except but for the provisions of this Article XIVX shall have been applied, and no payments over pursuant to the provisions of this Article XIV X, to the payment of amounts payable under Senior Debt, then such Holders shall be entitled to receive from the holders of such Senior Debt any payments or distributions received by such holders of Senior Debt in excess of the amount sufficient to pay all amounts payable under or Guarantor in respect of such Senior Debt by Holders of the Securities or the Trustee, shall, as among the Company, the Subsidiary Guarantors, their respective creditors (other than holders of Senior Debt and the Guarantor Senior Debt and the Holders of the Securities, be deemed to be a payment or distribution by the Company to or on account of the Senior Debt). Neither the Holders of the Securities nor the Trustee shall have any claim against the holders of the Senior Debt or the Guarantor Senior Debt or the New Credit Facility Agent for any impairment of the subrogation rights herein granted arising out of any release of Liens securing the Senior Debt or the Guarantor Senior Debtin full.