Subrogation Clause Example with 7 Variations from Business Contracts
This page contains Subrogation clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Subrogation. Subject to the indefeasible payment in full in cash of all Senior Debt and the termination of all lending commitments under the Senior Loan Documents, Subordinated Creditor shall be subrogated to the rights of Agent and Senior Lenders to receive Distributions with respect to the Senior Debt until the Subordinated Debt is paid in full. Subordinated Creditor agrees that in the event that all or any part of a payment made with respect to the Senior Debt is recovered from the holders of the Senior D...ebt in a Proceeding or otherwise, any Distribution (other than Permitted Payments) received by Subordinated Creditor with respect to the Subordinated Debt at any time after the date of the payment that is so recovered, whether pursuant to the right of subrogation provided for in this Agreement or otherwise, shall be deemed to have been received by Subordinated Creditor in trust as property of the holders of the Senior Debt and Subordinated Creditor shall forthwith deliver the same to the Agent for the benefit of the Senior Lenders for application to the Senior Debt until the Senior Debt is paid in full. A Distribution made pursuant to this Agreement to Agent or Senior Lenders which otherwise would have been made to Subordinated Creditor is not, as between the Company and Subordinated Creditor, a payment by the Company to or on account of the Senior Debt.View More
Variations of a "Subrogation" Clause from Business Contracts
Subrogation. Subject to Upon the indefeasible payment Payment in full in cash Full of all Senior Debt and the termination of all lending commitments under the Senior Loan Documents, Debt, each Subordinated Creditor Lender shall be subrogated to the rights of Agent and Senior Lenders Secured Parties to receive Distributions with respect to from the Senior Debt Parent's Equity Interests in the Company, the Company or any other Loan Party until the Subordinated Debt is paid in full. Without limiting the other p...rovisions of this Agreement (including, without limitation, Section 2.9), each Subordinated Creditor Lender agrees that in the event that all or any part of a payment made with respect to the Senior Debt is recovered from the holders of the Senior Debt in a Proceeding or otherwise, any Distribution (other than Permitted Payments) from the Parent's Equity Interests in the Company, the Company or any other Loan Party received by such Subordinated Creditor Lender with respect to the Subordinated Senior Debt at any time after the date of the payment that is so recovered, whether pursuant to the right of subrogation provided for in this Agreement or otherwise, shall be deemed to have been received by such Subordinated Creditor Lender in trust as property of the holders of the Senior Debt and such Subordinated Creditor Lender shall forthwith deliver the same to the Agent for the benefit of the Senior Lenders Secured Parties for application to the Senior Debt until all of the Senior Debt is paid Paid in full. Full. A Distribution from the Parent's Equity Interests in the Company, the Company or any other Loan Party made pursuant to this Agreement to Agent or Senior Lenders Secured Parties which otherwise would have been made to a Subordinated Creditor Lender is not, as between the Company and such Subordinated Creditor, Lender, a payment by the Company to or on account of the Senior Debt. View More
Subrogation. Subject No payment or distribution to the indefeasible payment Administrative Agent pursuant to the provisions of this Subordination Agreement shall entitle the Subordinated Creditor to exercise any rights of subrogation in full in cash of respect thereof until all Senior Debt shall have been Paid in Full. After all Senior Debt is Paid in Full and the termination provided no payments of all lending commitments under the Senior Loan Documents, Debt are subject to a Senior Avoidance, the Subordina...ted Creditor shall be subrogated to the rights of the Administrative Agent and Senior Lenders to receive Distributions with respect payments or distributions applicable to the Senior Debt until to the extent the distributions otherwise payable to the Subordinated Debt is paid in full. Subordinated Creditor agrees that in the event that all or any part of a payment made with respect have been applied to the Senior Debt is recovered from the holders of the Senior Debt in a Proceeding or otherwise, any Distribution (other than Permitted Payments) received by Subordinated Creditor with respect to the Subordinated Debt at any time after the date of the payment that is so recovered, whether pursuant to the right of subrogation provided for in this Agreement or otherwise, shall be deemed to have been received by Subordinated Creditor in trust as property of the holders of the Senior Debt and Subordinated Creditor shall forthwith deliver the same to the Agent for the benefit of the Senior Lenders for application to the Senior Debt until the Senior Debt is paid in full. A Distribution made pursuant to this Agreement to Agent or Senior Lenders which otherwise would have been made to Subordinated Creditor is not, as between the Company and Subordinated Creditor, a payment by the Company to or on account of the Senior Debt. View More
Subrogation. Subject to On and after the indefeasible payment in full in cash of all Senior Debt and the termination of all lending commitments under the Senior Loan Documents, Subordination Termination Date, Subordinated Creditor shall be subrogated to the rights of Senior Creditor Agent and Senior Lenders Creditor to receive Distributions with respect to the Senior Debt until the Subordinated Debt is paid in full. Subordinated Creditor agrees that in the event that all or any part of a payment made with re...spect to the Senior Debt is recovered from the holders of the Senior Debt in a Proceeding or otherwise, any Distribution (other than Permitted Payments) received by Subordinated Creditor with respect to the Subordinated Debt at any time after the date of the payment that is so recovered, whether pursuant to the right of subrogation provided for in this Agreement or otherwise, shall be deemed to have been received by Subordinated Creditor in trust as property of the holders of the Senior Debt and Subordinated Creditor shall forthwith deliver the same to the Senior Creditor Agent for the benefit of the Senior Lenders for application to the Senior Debt until the Senior Debt is paid in full. Subordination Termination Date. A Distribution made pursuant to this Agreement to Senior Creditor Agent or Senior Lenders which otherwise would have been made to Subordinated Creditor is not, as between the Company and Subordinated Creditor, a payment by the Company to or on account of the Senior Debt. WITHOUT LIMITING THE GENERALITY OF ANY OTHER WAIVER OR OTHER PROVISION SET FORTH IN THIS AGREEMENT, SUBORDINATED CREDITOR HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY LAW, ALL RIGHTS AND DEFENSES ARISING OUT OF AN ELECTION OF REMEDIES BY SENIOR CREDITOR AGENT OR SENIOR CREDITOR, EVEN THOUGH THAT ELECTION OF REMEDIES HAS DESTROYED SUBORDINATED CREDITOR'S RIGHTS OF SUBROGATION AND REIMBURSEMENT AGAINST THE COMPANY BY THE OPERATION OF ANY APPLICABLE LAW. 13 7. Modification. Any modification or waiver of any provision of this Agreement, or any consent to any departure by any party from the terms hereof, shall not be effective in any event unless the same is in writing and signed by Senior Creditor Agent and Subordinated Creditor, and then such modification, waiver or consent shall be effective only in the specific instance and for the specific purpose given. Any notice to or demand on any party hereto in any event not specifically required hereunder shall not entitle the party receiving such notice or demand to any other or further notice or demand in the same, similar or other circumstances unless specifically required hereunder. View More
Subrogation. Subject to Until the indefeasible payment in full in cash Discharge of all Senior Debt and the termination of all lending commitments under the Senior Loan Documents, Debt, the Subordinated Creditor shall be subrogated waives all rights of subrogation with respect to the rights of Agent and Senior Lenders to receive Distributions with respect to the Senior Debt and agrees that it shall not exercise any such right of subrogation until the Subordinated Debt is paid in full. Discharge of the Senior... Debt. The Subordinated Creditor agrees that in the event that all or any part of a payment made with respect to the Senior Debt is recovered from the holders of the Senior Debt Lenders in a Proceeding or otherwise, any Distribution (other than Permitted Payments) received by the Subordinated Creditor with respect to the Subordinated Debt (other than (i) a Distribution in the form of Subordinated PIK Payments, (ii) a Distribution in the form of of Reorganization Subordinated Securities if, in the case of Reorganization Subordinated Securities, Subordinated Creditors and Agent shall have entered into such supplements to, or modifications of, this Agreement as Agent may reasonably request to reflect the continued subordination of the Reorganization Subordinated Securities to the Senior Debt (or notes or other securities issued in substitution of all or a portion thereof) to the same extent as provided herein, (iii) the Offset Repayment, and (iv) any Permitted Third Party Payment) at any time after the date of the payment that is so recovered, whether pursuant to the right of subrogation provided for in this Agreement or otherwise, shall be deemed to have been received by the Subordinated Creditor in trust as property of the holders of Senior Lenders and the Senior Debt and Subordinated Creditor shall forthwith deliver the same to the Agent for the benefit of the Senior Lenders for application to the Senior Debt until the Discharge of the Senior Debt is paid in full. Debt. A Distribution made pursuant to this Agreement to Agent or Senior Lenders which otherwise would have been made to the Subordinated Creditor is not, as between the Company Loan Parties and the Subordinated Creditor, a payment by the Company any Loan Party to or on account of the Senior Debt. View More
Subrogation. Subject to the indefeasible payment in full in cash of Until all Senior Debt and the termination of all lending commitments under the Senior Loan Documents, is Paid in Full, each Subordinated Creditor shall be subrogated to the rights of the Senior Agent and (for the benefit of the Senior Lenders Creditors) to receive Distributions with respect to the Senior Debt until the Subordinated Debt is paid in full. Each Subordinated Creditor agrees that in the event that all or any part of a payment mad...e with respect to the Senior Debt is recovered from the holders of the Senior Debt in a Proceeding or otherwise, any Distribution (other than Permitted Payments) received by such Subordinated Creditor with respect to the Subordinated Debt at any time after the date of the payment that is so recovered, whether pursuant to the right of subrogation provided for in this Agreement or otherwise, shall be deemed to have been received by such Subordinated Creditor in trust as property of the holders of the Senior Debt Debt, and such Subordinated Creditor shall forthwith deliver the same to the Senior Agent for the benefit of the Senior Lenders for application to the Senior Debt until the Senior Debt is paid Paid in full. Full. A Distribution made pursuant to this Agreement to the Senior Agent or for the benefit of the Senior Lenders Creditors which otherwise would have been made to the Subordinated Creditor Creditors is not, as between the Company Borrower and the Subordinated Creditor, Creditors, a payment by the Company Borrower to or on account of the Senior Debt. -9- 7. Modification. Any modification or waiver of any provision of this Agreement, or any consent to any departure by any party from the terms hereof, shall not be effective in any event unless the same is in writing and signed by the Senior Agent and the Subordinated Creditors, and then such modification, waiver or consent shall be effective only in the specific instance and for the specific purpose given. Any notice to or demand on any party hereto in any event not specifically required hereunder shall not entitle the party receiving such notice or demand to any other or further notice or demand in the same, similar or other circumstances unless specifically required hereunder. View More
Subrogation. Subject to the indefeasible payment Payment in full in cash Full of all Senior Debt Debt, Subordinated Agent and the termination of all lending commitments under the Senior Loan Documents, each Subordinated Creditor shall be subrogated to the rights of Agent and Senior Lenders to receive Distributions with respect to the Senior Debt until the Subordinated Debt is paid in full. Subordinated Creditor Agent, on behalf of itself and each Subordinated Creditor, agrees that in the event that all or an...y part of a payment made with respect to the Senior Debt is recovered from the holders of the Senior Debt in a Proceeding or otherwise, any Distribution (other than Permitted Payments) received by Subordinated Creditor Agent or Subordinated Creditors with respect to the Subordinated Debt at any time after the date of the payment that is so recovered, whether pursuant to the right of subrogation provided for in this Agreement or otherwise, shall be deemed to have been received by Subordinated Creditor Agent or Subordinated Creditors in trust as property of the holders of the Senior Debt and Subordinated Creditor Agent or Subordinated Creditors shall forthwith deliver the same to the Agent for the benefit of the Senior Note Lenders for application (to be held and/or applied to the Senior Note Debt until by the Agent in accordance with the terms of the Senior Note Debt Documents) until all Senior Note Debt is paid Paid in full. Full (upon such event Agent shall deliver to Senior L/C Lender (or to such other Person entitled thereto under applicable law) amounts and Distributions held and not applied to the Senior Note Debt), and thereafter to Senior L/C Lender (to be held and/or applied to the Senior L/C Debt by Senior L/C Lender in accordance with the Senior L/C Debt Documents) until all Senior L/C Debt is Paid in Full. A Distribution made pursuant to this Agreement to Agent or a Senior Lenders Lender which otherwise would have been made to a Subordinated Creditor Agent or Subordinated Creditors is not, as between the Company Credit Parties and Subordinated Creditor, Agent and Subordinated Creditors, a payment by the Company Credit Parties to or on account of the Senior Debt. View More
Subrogation. Subject to On and after the indefeasible payment in full in cash of all Senior Debt and the termination of all lending commitments under the Senior Loan Documents, Subordination Termination Date, Subordinated Creditor shall be subrogated to the rights of Senior Creditor Agent and Senior Lenders Creditor to receive Distributions with respect to the Senior Debt until the Subordinated Debt is paid in full. Subordinated Creditor agrees that in the event that all or any part of a payment made with re...spect to the Senior Debt is recovered from the holders of the Senior Debt in a Proceeding or otherwise, any Distribution (other than Permitted Payments) received by Subordinated Creditor with respect to the Subordinated Debt at any time after the date of the payment that is so recovered, whether pursuant to the right of subrogation provided for in this Agreement or otherwise, shall be deemed to have been received by Subordinated Creditor in trust as property of the holders of the Senior Debt and Subordinated Creditor shall forthwith deliver the same to the Senior Creditor Agent for the benefit of the Senior Lenders for application to the Senior Debt until the Senior Debt is paid in full. Subordination Termination Date. A Distribution made pursuant to this Agreement to Senior Creditor Agent or Senior Lenders which otherwise would have been made to Subordinated Creditor is not, as between the Company and Subordinated Creditor, a payment by the Company to or on account of the Senior Debt. WITHOUT LIMITING THE GENERALITY OF ANY OTHER WAIVER OR OTHER PROVISION SET FORTH IN THIS AGREEMENT, SUBORDINATED CREDITOR HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY LAW, ALL RIGHTS AND DEFENSES ARISING OUT OF AN ELECTION OF REMEDIES BY SENIOR CREDITOR AGENT OR SENIOR CREDITOR, EVEN THOUGH THAT ELECTION OF REMEDIES HAS DESTROYED SUBORDINATED CREDITOR'S RIGHTS OF SUBROGATION AND REIMBURSEMENT AGAINST THE COMPANY BY THE OPERATION OF ANY APPLICABLE LAW. View More
