Continuing Agreement; Termination of Agreement; Reinstatement. This Agreement shall continue in full force and effect unless and until all of the Pari Passu Debt and the 2024 Debt shall be Paid in Full, and shall automatically terminate if and when all of the Pari Passu Debt and the 2024 Debt shall be Paid in Full. In furtherance of the foregoing, this Agreement shall continue to be effective or be automatically reinstated, as the case may be, if at any time payment of any of the Pari Passu Debt or the 2024 Debt, in whole or in part, is rescinded or must otherwise be restored or refunded by a holder of the Pari Passu Debt or the 2024 Debt, as applicable, as a preference, fraudulent conveyance or otherwise under any bankruptcy, insolvency or similar law, all as though such payment had not been made.
The provisions of this Agreement shall continue to govern the relative rights and priorities of the Pari Passu Creditors even if all or part of the Pari Passu Debt and/or 2024 Debt, or the Liens securing the Pari Passu Debt and/or 2024 Debt, are subordinated, set aside, avoided, invalidated or disallowed in connection with any such Proceeding, and this Agreement shall be reinstated if at any time any payment of any of the Pari Passu Debt and/or 2024 Debt is rescinded or must otherwise be returned by any holder of Pari Passu Debt and/or 2024 Debt, as applicable, or any representative of such holder.
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