In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 3.03) in respect of any payment hereunder, each of the Borrowers agrees that (a) in the event a payment in respect of any Secured Obligation owed by such Borrower shall be made by any Guarantor (other than such Borrower or the Company) under this Agreement, such Borrower and the Company shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the Person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor (other than such Borrower or the Company) shall be sold pursuant to this Agreement or any Security Document to satisfy in whole or in part any Secured Obligations owed by such Borrower, such Borrower and the Company shall indemnify such Guarantor in an amount equal to the greater of the book value and the fair market value of the assets so sold.