Common use of Distribution to Lenders Clause in Contracts

Distribution to Lenders. 17.1 If there still exist any remaining amounts after deducting the amount equivalent to the amount described in Clause 16.3(i) and Clause 16.3(ii) from the amount paid by the Borrower pursuant to Clause 16, the Agent shall immediately distribute such remaining amount to the Lenders in accordance with the provision of this Clause 17. Provided, however, that if such money was paid by the Borrower pursuant to Clause 9.2 or Clause 9.4, notwithstanding the provision of this Clause 17, the Agent shall promptly distribute such money to the Costs Increased Lender. 17.2 If, prior to distribution by the Agent to the Lenders pursuant to this Clause 17, (a) an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae) in relation to the Loan Receivables is served on the Borrower, or (b) an assignment in relation to the Loan Receivables is made, the rights and obligations of the Borrower, the Agent and the Lenders shall be regulated in accordance with the following provisions: (i) If the Agent completes the distribution to the Lenders pursuant to this Clause 17 before receiving notice from the Borrower pursuant to Clause 19.4 that it has received service of an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae) with respect to the Loan Receivables: In this case, even if the creditor obtaining an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae), the Borrower, the Lenders or any other third party suffers damages, losses or expenses (the “Damages”) as a result of such distribution by the Agent, the Agent shall not be liable in relation thereto, and the Borrower shall deal with them at its own cost and liability. The Borrower shall compensate the Agent for any Damages incurred by the Agent due to such distribution. (ii) If the Agent, after the Borrower’s remittance of money to the Agent’s Account and before the completion of the distributions to the Lenders pursuant to this Clause 17, receives notice from the Borrower pursuant to Clause 19.4 that it has received service of an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae) with respect to the Loan Receivables for which such distribution is made: In this case, (1) with respect to the money relating to such notice, the Agent may withhold the distributions pursuant to this Clause 17, and may take other measures in the manner that the Agent deems reasonable; and (2) the Agent shall distribute to All Lenders other than the Lender subject to such notice, the money paid by the Borrower excluding those subject to such notice. If the creditor obtaining an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae), the Borrower, the Lenders or any other third party suffers any Damages as a result of the distribution by the Agent pursuant to (1) of this Item (ii), the Agent shall not be liable in relation thereto, and the Borrower shall deal with them at its own cost and liability. The Borrower shall compensate the Agent for any Damages incurred by the Agent due to such distribution. (b) If the Assignor and the Assignee, under joint names, or if the Borrower, under its single name, notifies the Agent of an assignment of the Loan Receivables in accordance with Clause 29.1: In this case, the Agent shall, after receiving either of these notices, immediately commence all administrative procedures necessary in order to treat such Assignee as the creditor of such Loan Receivables, and the Agent shall be exempt insofar as the Agent treats the previous Lender as the party in interest until the Agent notifies the Borrower, the Assignor and the Assignee that such procedures have been completed. If the Assignee or any other third party suffers Damages due to such treatment by the Agent, the Agent shall not be liable in relation thereto, and the Borrower and the Assignor of such Loan Receivables shall deal with them at their own cost and liability. The Borrower and the Assignor of such Loan Receivables shall jointly compensate the Agent for any Damages incurred by the Agent arising out of this Item (b). 17.3 The distributions by the Agent to the Lenders shall be made in order, starting from Clause 16.3(iii) to Clause 16.3(vii). If there is an Item Not Fully Covered regarding the amounts to be distributed, the application and distribution with respect to such Item Not Fully Covered shall be made in accordance with the provisions of Clause 16.4. 17.4 Notwithstanding Clause 16.3, Clause 16.4 and Clause 17.3, if the Borrower’s obligations hereunder become immediately due and payable pursuant to Clause 22, the Agent shall distribute the remaining amount after deducting the amounts described under Clause 16.3(i) and Clause 16.3(ii) from the amount paid by the Borrower, in proportion to the amount of the obligations that the Borrower owes to the Lenders under this Agreement, in which case, the application shall be made in the order and method that the Agent deems appropriate. 17.5 If the remittance of money by the Borrower provided for in Clause 16.1 fails to be completed by the Due Time, the Agent shall be under no obligation to make the distributions set forth in Clause 17.1 on the same date. In such cases, the Agent shall make such distributions immediately after the remittance from the Borrower, and the Borrower shall bear any damages, losses and expenses incurred by the Lender or the Agent in connection therewith. 17.6 Upon request from the Agent, and if such request is based on a reasonable cause, the Lenders receiving such request shall immediately notify the Agent of the amount (including specifics) of the receivables they hold against the Borrower under this Agreement. In this case, the obligation of the Agent to make distributions set forth in Clause 17.1 shall arise at the time all such notices reach the Agent. In the case where a Lender delays this notice without reasonable cause, such Lender shall bear all damages, losses or expenses incurred by any Lender or the Agent due to such delay. 17.7 The Agent may make the distributions to the Lenders by Temporary Advancement (provided that the Agent shall not be obligated to make such Temporary Advancement.). If the Temporary Advancement is not cleared by the Due Time, the Lender who received the distribution pursuant to this Clause 17.7 shall, immediately upon the Agent’s request, reimburse to the Agent the amount of such Temporary Advancement that it received. The Lender shall, immediately upon the Agent’s request, pay to the Agent any Temporary Advancement Costs required in making such Temporary Advancement, per the amount of Temporary Advancement that it received.

Appears in 2 contracts

Samples: Loan Agreement (Advanced Micro Devices Inc), Loan Agreement (Spansion Inc.)

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Distribution to Lenders. 17.1 If there still exist any remaining amounts after deducting the amount equivalent to the amount described in Clause 16.3(i) and Clause 16.3(ii) from the amount paid by the Borrower pursuant to Clause 16, the Agent shall immediately distribute such remaining amount to the Lenders in accordance with the provision of this Clause 17. Provided, however, that if such money was paid by the Borrower pursuant to Clause 9.2 or Clause 9.4, notwithstanding the provision of this Clause 17, the Agent shall promptly distribute such money to the Costs Increased Lender. 17.2 If, prior to distribution by the Agent to the Lenders pursuant to this Clause 17, (a) an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae) in relation to the Loan Receivables is served on the Borrower, or (b) an assignment in relation to the Loan Receivables is made, the rights and obligations of the Borrower, the Agent and the Lenders shall be regulated in accordance with the following provisions: (i) If the Agent completes the distribution to the Lenders pursuant to this Clause 17 before receiving notice from the Borrower pursuant to Clause 19.4 that it has received service of an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae) with respect to the Loan Receivables: In this case, even if the creditor obtaining an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae), the Borrower, the Lenders or any other third party suffers damages, losses or expenses (the “Damages”) as a result of such distribution by the Agent, the Agent shall not be liable in relation thereto, and the Borrower shall deal with them at its own cost and liability. The Borrower shall compensate the Agent for any Damages incurred by the Agent due to such distribution. (ii) If the Agent, after the Borrower’s remittance of money to the Agent’s Account and before the completion of the distributions to the Lenders pursuant to this Clause 17, receives notice from the Borrower pursuant to Clause 19.4 that it has received service of an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae) with respect to the Loan Receivables for which such distribution is made: In this case, (1) with respect to the money relating to such notice, the Agent may withhold the distributions pursuant to this Clause 17, and may take other measures in the manner that the Agent deems reasonable; and (2) the Agent shall distribute to All Lenders other than the Lender subject to such notice, the money paid by the Borrower excluding those subject to such notice. If the creditor obtaining an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae), the Borrower, the Lenders or any other third party suffers any Damages as a result of the distribution by the Agent pursuant to (1) of this Item (ii), the Agent shall not be liable in relation thereto, and the Borrower shall deal with them at its own cost and liability. The Borrower shall compensate the Agent for any Damages incurred by the Agent due to such distribution. (b) If the Assignor and the Assignee, under joint names, or if the Borrower, under its single name, notifies the Agent of an assignment of the Loan Receivables in accordance with Clause 29.1: In this case, the Agent shall, after receiving either of these notices, immediately commence all administrative procedures necessary in order to treat such Assignee as the creditor of such Loan Receivables, and the Agent shall be exempt insofar as the Agent treats the previous Lender as the party in interest until the Agent notifies the Borrower, the Assignor and the Assignee that such procedures have been completed. If the Assignee or any other third party suffers Damages due to such treatment by the Agent, the Agent shall not be liable in relation thereto, and the Borrower and the Assignor of such Loan Receivables shall deal with them at their own cost and liability. The Borrower and the Assignor of such Loan Receivables shall jointly compensate the Agent for any Damages incurred by the Agent arising out of this Item (b). 17.3 The distributions by the Agent to the Lenders shall be made in order, starting from Clause 16.3(iii) to Clause 16.3(vii). If there is an Item Not Fully Covered regarding the amounts to be distributed, the application and distribution with respect to such Item Not Fully Covered shall be made in accordance with the provisions of Clause 16.4. 17.4 Notwithstanding Clause 16.3, Clause 16.4 and Clause 17.3, if the Borrower’s obligations hereunder become immediately due and payable pursuant to Clause 22, the Agent shall distribute the remaining amount after deducting the amounts described under Clause 16.3(i) and Clause 16.3(ii) from the amount paid by the Borrower, in proportion to the amount of the obligations that the Borrower owes to the Lenders under this Agreement, in which case, the application shall be made in the order and method that the Agent deems appropriate. 17.5 If the remittance of money by the Borrower provided for in Clause 16.1 fails to be completed by the Due Time, the Agent shall be under no obligation to make the distributions set forth in Clause 17.1 on the same date. In such cases, the Agent shall make such distributions immediately after the remittance from the Borrower, and the Borrower shall bear any damages, losses and expenses incurred by the Lender or the Agent in connection therewith. 17.6 Upon request from the Agent, and if such request is based on a reasonable cause, the Lenders receiving such request shall immediately notify the Agent of the amount (including specifics) of the receivables they hold against the Borrower under this Agreement. In this case, the obligation of the Agent to make distributions set forth in Clause 17.1 shall arise at the time all such notices reach the Agent. In the case where a Lender delays this notice without reasonable cause, such Lender shall bear all damages, losses or expenses incurred by any Lender or the Agent due to such delay. 17.7 The Agent may make the distributions to the Lenders by Temporary Advancement (provided that the Agent shall not be obligated to make such Temporary Advancement.). If the Temporary Advancement is not cleared by the Due Time, the Lender who received the distribution pursuant to this Clause 17.7 shall, immediately upon the Agent’s request, reimburse to the Agent the amount of such Temporary Advancement that it received. The Lender shall, immediately upon the Agent’s request, pay to the Agent any Temporary Advancement Costs required in making such Temporary Advancement, per the amount of Temporary Advancement that it received.

Appears in 1 contract

Samples: Loan Agreement (Advanced Micro Devices Inc)

Distribution to Lenders. 17.1 18.1 If there still exist are any remaining amounts after deducting the amount equivalent to the amount described amounts set forth in Clause 16.3(iItems (i) and Clause 16.3(iithrough (iii) of Article 17.3 from the amount paid by the Borrower or any Guarantor pursuant to Clause 16Article 17, the Agent shall immediately distribute any such remaining amount amounts to the Lenders in accordance with the provision provisions of this Clause 17. Provided, however, that if such money was paid by the Borrower pursuant to Clause 9.2 or Clause 9.4, notwithstanding the provision of this Clause 17, the Agent shall promptly distribute such money to the Costs Increased LenderArticle 18. 17.2 18.2 If, prior to distribution by the Agent to the Lenders pursuant to this Clause 17Article 18, (a) an order for provisional attachment (xxxx-xxxx sashiosae), preservative attachment (hozen-hozen sashiosae) or attachment (sashiosae) in relation to the Loan Receivables or a right to claim the performance of the guarantee obligations is served on the BorrowerBorrower or any Guarantor, or (b) an assignment in relation to the Loan Receivables is made, or (c) a repayment of the obligations of the Borrower or any Guarantor by a third party is made, the rights and obligations of the Borrower, each Guarantor, the Agent and the Lenders shall be regulated in accordance with the following provisions: (i1) If the Agent completes the distribution to the Lenders pursuant to this Clause 17 Article 18 before receiving the Agent receives notice from the Borrower or any Guarantor pursuant to Clause 19.4 Article 20.1(4) or 20.2(4) that it has received service of an order for provisional attachment (xxxx-xxxx sashiosae), preservative attachment (hozen-hozen sashiosae) or attachment (sashiosae) with respect to the Loan ReceivablesReceivables or a right to claim the performance of the guarantee obligations: In this case, even if the creditor obtaining which obtains an order for provisional attachment (xxxx-xxxx sashiosae), preservative attachment (hozen-hozen sashiosae) or attachment (sashiosae), the Borrower, each Guarantor, the Lenders or any other third party suffers damages, losses or expenses (the “Damages”) Damages as a result of such distribution by the Agent, the Agent shall not be liable in relation thereto, and the such Borrower or Guarantor shall deal with them such Damages at its own cost and liability. The Such Borrower or Guarantor shall compensate the Agent for any Damages incurred by the Agent due to such distribution. (ii2) If the AgentIf, after the Borrower’s remittance performance by the Borrower or any Guarantor of money to its obligations in accordance with the Agent’s Account provisions of Articles 17.1 and 17.2 and before the completion of the distributions to the Lenders by the Agent pursuant to this Clause 17Article 18, the Agent receives notice from the Borrower or any Guarantor pursuant to Clause 19.4 Article 20.1(4) or 20.2(4) that it has received service of an order for provisional attachment (xxxx-xxxx sashiosae), preservative attachment (hozen-hozen sashiosae) or attachment (sashiosae) with respect to the Loan Receivables or the right to claim the performance of the guarantee obligations for which such distribution is made: In this case, (1) with respect to the money relating to such notice, the Agent may withhold the distributions pursuant to this Clause 17, and may take other measures in the manner that the Agent deems reasonable; and (2) the Agent shall distribute to All Lenders other than the Lender subject to such notice, the money paid by the Borrower excluding those subject to such notice. If the creditor obtaining an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae), the Borrower, the Lenders or any other third party suffers any Damages as a result of the distribution by the Agent pursuant to (1) of this Item (ii), the Agent shall not be liable in relation thereto, and the Borrower shall deal with them at its own cost and liability. The Borrower shall compensate the Agent for any Damages incurred by the Agent due to such distribution. (b) If the Assignor and the Assignee, under joint names, or if the Borrower, under its single name, notifies the Agent of an assignment of the Loan Receivables in accordance with Clause 29.1: In this case, the Agent shall, after receiving either of these notices, immediately commence all administrative procedures necessary in order to treat such Assignee as the creditor of such Loan Receivables, and the Agent shall be exempt insofar as the Agent treats the previous Lender as the party in interest until the Agent notifies the Borrower, the Assignor and the Assignee that such procedures have been completed. If the Assignee or any other third party suffers Damages due to such treatment by the Agent, the Agent shall not be liable in relation thereto, and the Borrower and the Assignor of such Loan Receivables shall deal with them at their own cost and liability. The Borrower and the Assignor of such Loan Receivables shall jointly compensate the Agent for any Damages incurred by the Agent arising out of this Item (b). 17.3 The distributions by the Agent to the Lenders shall be made in order, starting from Clause 16.3(iii) to Clause 16.3(vii). If there is an Item Not Fully Covered regarding the amounts to be distributed, the application and distribution with respect to such Item Not Fully Covered shall be made in accordance with the provisions of Clause 16.4. 17.4 Notwithstanding Clause 16.3, Clause 16.4 and Clause 17.3, if the Borrower’s obligations hereunder become immediately due and payable pursuant to Clause 22, the Agent shall distribute the remaining amount after deducting the amounts described under Clause 16.3(i) and Clause 16.3(ii) from the amount paid by the Borrower, in proportion to the amount of the obligations that the Borrower owes to the Lenders under this Agreement, in which case, the application shall be made in the order and method that the Agent deems appropriate. 17.5 If the remittance of money by the Borrower provided for in Clause 16.1 fails to be completed by the Due Time, the Agent shall be under no obligation to make the distributions set forth in Clause 17.1 on the same date. In such cases, the Agent shall make such distributions immediately after the remittance from the Borrower, and the Borrower shall bear any damages, losses and expenses incurred by the Lender or the Agent in connection therewith. 17.6 Upon request from the Agent, and if such request is based on a reasonable cause, the Lenders receiving such request shall immediately notify the Agent of the amount (including specifics) of the receivables they hold against the Borrower under this Agreement. In this case, the obligation of the Agent to make distributions set forth in Clause 17.1 shall arise at the time all such notices reach the Agent. In the case where a Lender delays this notice without reasonable cause, such Lender shall bear all damages, losses or expenses incurred by any Lender or the Agent due to such delay. 17.7 The Agent may make the distributions to the Lenders by Temporary Advancement (provided that the Agent shall not be obligated to make such Temporary Advancement.). If the Temporary Advancement is not cleared by the Due Time, the Lender who received the distribution pursuant to this Clause 17.7 shall, immediately upon the Agent’s request, reimburse to the Agent the amount of such Temporary Advancement that it received. The Lender shall, immediately upon the Agent’s request, pay to the Agent any Temporary Advancement Costs required in making such Temporary Advancement, per the amount of Temporary Advancement that it received.:

Appears in 1 contract

Samples: Term Loan Agreement (Equinix Inc)

Distribution to Lenders. 17.1 If there still exist any remaining amounts after deducting the amount equivalent to the amount described in Clause 16.3(i(1) and Clause 16.3(ii) from the amount paid by the Borrower pursuant to Clause 16, the Agent shall immediately distribute such remaining amount to the Lenders in In accordance with the provision provisions of this Clause 17. Provided, however, that if such money was paid by the Borrower pursuant to Clause 9.2 or Clause 9.4, notwithstanding the provision of this Clause 17Article, the Agent shall promptly distribute such money to Lenders any balance remaining after subtracting the equivalent amount of Article 18 (3) (i) and (ii) from an amount paid by the Borrower under Article 18. (2) Prior to the Costs Increased Lender. 17.2 If, prior distribution to distribution Lenders by the Agent to the Lenders pursuant to this Clause 17under Article 19, when: (a) a provisional seizure of a Loan Claim, a protective seizure or and an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae) in relation of a seizure is serviced to the Loan Receivables is served on the Borrower, or ; (b) an assignment in relation pertaining to the a Loan Receivables Claim is performed; or (c) reimbursement to a third party is made, the relationships, the rights and obligations of the Borrower, the Agent and the Lenders shall be regulated in accordance with subject to the following provisions: (i) If When the Agent completes the has completed distribution to the Lenders pursuant a Lender under Article 19 prior to this Clause 17 before receiving under Article 21 (5) notice from the Borrower pursuant to Clause 19.4 that it has received service of receipt of an order of provisional seizure, protective seizure or seizure: The Agent shall not be responsible for any damage, loss, costs or expenses (referred to as “Damages” throughout Article 19) to an obligee effecting a provisional attachment (xxxx-sashiosae)seizure, preservative attachment (hozen-sashiosae) protective seizure or attachment (sashiosae) with respect to the Loan Receivables: In this case, even if the creditor obtaining an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae)seizure, the Borrower, the Lenders a Lender or any other third party suffers damagesparty, losses or expenses (caused by the “Damages”) as a result of distribution, and the Lender shall handle such Damages at its own cost and on its own responsibility. The Lender shall compensate the Agent for any Damages attributable to the distribution paid by the Agent. (ii) When, prior to the completion of the distribution to a Lender under Article 19 after performance of an obligation by the Borrower under the provisions of Article 18 (1) and (2), the Agent has received notice under Article 21 (5) from the Borrower of receipt of notice of an order of a provisional seizure, protective seizure or seizure of the Loan Claim pertaining to the distribution: (i) The Agent may withhold the distribution under Article 19 of the money pertaining to the notice, and may deal with same in any other way the Agent deems reasonable. (ii) Pursuant to the appropriation method provided for in Article 18 (3) and (4), the Agent shall distribute monies paid by the Borrower other than the money subject to the notice. The Agent shall not be liable in relation theretoresponsible for any Damages to an obligee effecting a provisional seizure, protective seizure or seizure, the Borrower, a Lender or any other third party, caused by a solution by the Agent under item (i) of paragraph (2) or distribution by the Agent under item (ii) of paragraph (2), and the Borrower shall deal with them such Damages at its own cost and liabilityon its own responsibility. The Borrower shall compensate the Agent for any Damages incurred attributable to the solution or distribution paid by the Agent due to such distributionAgent. (iiiii) If When, prior to performance of an obligation by the AgentBorrower under Article 18 (1) and (2), after the Borrower’s remittance of money to the Agent’s Account and before the completion of the distributions to the Lenders pursuant to this Clause 17, receives Agent has received under Article 21 (5) notice from the Borrower pursuant to Clause 19.4 that it has received service of receipt of an order for of provisional attachment (xxxx-sashiosae)seizure, preservative attachment (hozen-sashiosae) protective seizure or attachment (sashiosae) with respect seizure: Deeming any claim pertaining to the Loan Receivables for which such distribution is made: In this case, (1) with respect notice not to the money relating to such noticeexist, the Agent may withhold shall conduct distribution by the distributions pursuant to this Clause 17, and may take other measures appropriation provided for in the manner that the Agent deems reasonable; Article 18 (3) and (2) the 4). The Agent shall distribute not be responsible for any Damages to All Lenders other than the Lender subject to such noticean obligee effecting a provisional seizure, the money paid by the Borrower excluding those subject to such notice. If the creditor obtaining an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) protective seizure or attachment (sashiosae)seizure, the Borrower, the Lenders a Lender or any other third party suffers any Damages as a result of party, caused by the distribution by the Agent pursuant to (1) of this Item (ii), the Agent shall not be liable in relation theretoAgent, and the Borrower shall deal with them such Damages at its own cost and liabilityon its own responsibility. The Borrower shall compensate the Agent for any Damages incurred attributable to the solution or distribution paid by the Agent due to such distributionAgent. (b) If the Assignor and the AssigneeWhen an assignor or assignee has notified, under in their joint names, or if the Borrower, under its single name, notifies the Agent of the fact of assignment pertaining to a Loan Claim under Article 30 (1). Moreover, this item shall be applied to an assignment of a Loan Claim under the Loan Receivables in accordance provisions of Article 29, with Clause 29.1: “assignor” read as “title assignor” and “assignee” read as “title assignee.” In this such a case, on receipt of said notice, the Agent shall, after receiving either of these notices, immediately shall commence all administrative office procedures necessary in order required for immediately handling the assignee as an obligee pertaining to treat such Assignee as the creditor of such Loan ReceivablesClaim, and the Agent shall be exempt insofar as the Agent treats the previous Lender as the party in interest until the Agent notifies itself has notified the Borrower, the Assignor assignor and the Assignee that such procedures have been completed. If assignee of the Assignee or any other third party suffers Damages due to such treatment by completion of the Agentprocedures, the Agent shall not be liable in relation theretoheld responsible for treating the former Lender as a valid Lender. The Agent shall not be responsible for any Damages to the assignee or any other third party due to said treatment by the Agent, and the Borrower and the Assignor of assignor pertaining to the Loan Claim shall handle such Loan Receivables shall deal with them Damage at their own cost costs and liabilityon their responsibilities. The Borrower and the Assignor assignor shall jointly compensate the Agent for Damages arising to the Agent from this item. (c) When a third party who has performed reimbursement under Article 31 (2) and the Lender who has received the reimbursement under Article 31 (2), in their joint names, or the Borrower acting alone, notify/notifies the Agent under Article 31 (2) of the fact of the reimbursement by the third party: Immediately upon receipt of said notice from any of these persons, the Agent shall commence all office procedures required for operating a subrogation right received, and a loan received because of title change, by the third party, in a same manner as for handling the Loan Claim pertaining to the reimbursement. Until the Agent itself notifies the Borrower, the assignor and the said Lender of the completion of the procedures, the Agent shall not be held responsible for deeming the reimbursement by the third party not to be performed. The Agent shall not be responsible for any Damages to the third party or any other third party, and the Borrower and the Lender thus reimbursed by the third party shall handle such Loan Receivables Damage at their costs and on their responsibilities. The Borrower and the Lender reimbursed by the third party shall jointly compensate the Agent for any Damages incurred arising from this item.. (3) Distribution to Lenders by the Agent arising out of this Item (b). 17.3 The distributions by the Agent to the Lenders shall be made conducted in orderthe order of Article 18, starting from Clause 16.3(iiiparagraph (3), items (3) to Clause 16.3(vii(7). If there is Appropriation and Distribution for an Item Not Fully Covered regarding Subject to Insufficient Payment shall be conducted pursuant to Article 18, where, notwithstanding the amounts provisions of Article 18 (4). In such a case, notwithstanding the provisions of Article 18 (3) and (4), each Lender may determine the order of and the procedure for the appropriation to be distributed, reimbursement for obligations of the application and distribution Borrower toward relevant Lenders with respect to distributed amounts at its own discretion. If a Lender has appropriated the reimbursement in an order other than that provided for in Article 18 (3) and (4), the Agent may deem such Item Not Fully Covered shall be made in accordance with the provisions of Clause 16.4. 17.4 Notwithstanding Clause 16.3, Clause 16.4 and Clause 17.3, if the Borrower’s obligations hereunder become immediately due and payable an event as an appropriation conducted pursuant to Clause 22Article 18 (3) and (4), may thereafter carry out distribution to each Lender, deeming the appropriation to have been performed pursuant to Article 18 (3) and (4) by All Lenders and, as long as such distribution has been conducted, the Agent shall distribute the remaining not be responsible for any distributed amount after deducting the amounts described under Clause 16.3(i) and Clause 16.3(ii) different from the amount paid which has been appropriated by the Borrower, in proportion to the amount of the obligations that a Lender. (4) If a credit from the Borrower owes to under Article 18 (1) is made at a time later than the Lenders under this Agreement, in which case, the application shall be made in the order and method that the Agent deems appropriate. 17.5 If the remittance Time of money by the Borrower provided for in Clause 16.1 fails to be completed by the Due TimePayment, the Agent shall not be under no obligation obliged to make the distributions distribution set forth in Clause 17.1 paragraph (1) on the same dateday. In such casesa case, the Agent shall make such distributions immediately after conduct the remittance distribution upon receipt of the money from the Borrower, and the . The Borrower shall bear any damages, losses and expenses damages thus incurred by the a Lender or the Agent in connection therewithAgent. 17.6 Upon (5) Immediately upon receipt of a reasonable request from the Agent, and if such request is based on a reasonable cause, the Lenders receiving such request Lender thus requested shall immediately notify give notice to the Agent of the amount amounts (including specificsbreakdowns) of claims the receivables they hold against Lender has on the Borrower under this Agreement. In this such a case, the obligation of to carry out the distribution provided for in paragraph (1) shall lie with the Agent to make distributions set forth in Clause 17.1 shall arise at from the time point all such notices reach are delivered to the Agent. In the case where a Lender delays this notice without reasonable cause, such Lender shall bear all damages, losses or expenses incurred by Any damages to any Lender or the Agent due to an unreasonable delay of such delaya notice shall be borne by the Lender which was negligent in giving the notice. 17.7 (6) The Agent may make (but shall not be obliged to) carry out distribution to a Lender/Lenders by advancing money. Such advance does not mean performance of any obligation of the distributions Borrower. If in a case in which the Agent has made such an advance, the Borrower does not perform the obligation pertaining to the Lenders conducted advance of money by Temporary Advancement the Time of Payment, the Lender who has received a distribution by the advance under Article 19 shall return the amount of the distribution to the Agent immediately upon receipt of a request from the Agent to do so. Immediately upon request of the Agent, the Lender shall pay the Agent the cost required for the advance according to the amount of the money advanced. If the Lender has paid the Agent the cost of the advance, the Borrower shall reimburse the Lender for the cost. If the Agent has completed the procedures for making an advance payment of the distribution to the Agent prior to receiving the notice of receipt of an order of a provisional seizure, protective seizure or seizure from the Borrower under Article 21 (provided that 5), the Agent shall not be obligated held responsible for any damages to make such Temporary Advancement.). If an obligee effecting a provisional seizure, protective seizure or seizure, the Temporary Advancement is not cleared Borrower, a Lender or any other third party caused by the Due Timeadvance by the Agent, and the Lender who received Borrower shall handle the event at its cost and on its own responsibility. The Borrower shall reimburse the Agent for any damages incurred by the Agent as a result of the advance payment of the distribution pursuant (including but not limited to this Clause 17.7 shall, immediately upon the Agent’s request, reimburse money payable to the Agent by the amount Lender, as provided for in the third and fourth sentences of such Temporary Advancement that it received. The Lender shallArticle 19 (6), immediately upon the Agent’s request, pay to the Agent any Temporary Advancement Costs required in making such Temporary Advancement, per the amount of Temporary Advancement that it receivedbut remaining unreimbursed or unpaid).

Appears in 1 contract

Samples: Revolving Credit Facility Agreement (Ubic, Inc.)

Distribution to Lenders. 17.1 1. If there still exist any remaining amounts balance remains after deducting the amount equivalent to the amount described set forth in Clause 16.3(i) Article 17, Paragraph 3, Items 1 and Clause 16.3(ii) 2 from the amount paid by the Borrower or a Guarantor pursuant to Clause 16Article 17, the Agent shall immediately distribute such remaining amount balance to the Lenders in accordance with the provision provisions of this Clause 17. Providedarticle; provided, however, that if such money was amount is paid by the Borrower or Guarantor pursuant to Clause 9.2 Article 9, Paragraph 1 or Clause 9.4Paragraph 2, Agent shall, notwithstanding the provision provisions of this Clause 17Article 18, the Agent shall promptly distribute such money amount to the Costs Increased Cost Lender. 17.2 2. If, prior to the distribution by the Agent to Lenders under this Article 18, (a) any order of provisional attachment, preservative attachment or attachment of the Loan Claims or the right to require performance of any guarantee obligation is served upon Borrower or a Guarantor, or (ii) the Loan Claims are assigned, the following provisions shall apply with respect to the rights and obligations as among Borrower, Guarantors, Agent and Lenders: (a) ① In the case where Agent completed the distribution to Lenders pursuant to this Clause 17, (a) an Article 18 prior to receiving from Borrower or Guarantor a notice of the receipt of service of the order for of provisional attachment (xxxx-sashiosae)attachment, preservative attachment (hozen-sashiosae) or attachment (sashiosae) in relation to of the Loan Receivables Claims or the right to require performance of any guarantee obligation pursuant to Article 20, Paragraph 2 or Article 00-0, Xxxxxxxxx 2: In such case, Agent shall not be liable for any Damage etc. even though any Damage etc. is served on incurred by the provisional attaching creditor, preservative attaching creditor, attaching creditor, Borrower, or (b) an assignment in relation to the Loan Receivables is madea Guarantor, the rights and obligations of the Borrower, the Agent and the Lenders shall be regulated in accordance with the following provisions: (i) If the Agent completes the distribution to the Lenders pursuant to this Clause 17 before receiving notice from the Borrower pursuant to Clause 19.4 that it has received service of an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae) with respect to the Loan Receivables: In this case, even if the creditor obtaining an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae), the Borrower, the Lenders a Lender or any other third party suffers damages, losses or expenses (the “Damages”) as a result on account of such distribution by the Agent, the Agent shall not be liable in relation thereto, and the Borrower shall deal with them at its own cost and liability. The Borrower shall compensate the Agent Lender of claims for any Damages incurred by the Agent due to which such distribution. (ii) If the Agent, after the Borrower’s remittance of money to the Agent’s Account and before the completion of the distributions to the Lenders pursuant to this Clause 17, receives notice from the Borrower pursuant to Clause 19.4 that it has received service of an order for provisional attachment (xxxx-sashiosae)attachment, preservative attachment (hozen-sashiosae) or attachment (sashiosae) has been made and Borrower and Guarantors shall at their own expense and on their own responsibility deal with respect to the Loan Receivables any such Damage etc. If Agent incurs any Damage etc. arising from such distribution, Lender of claims for which such distribution is made: In this case, (1) with respect to the money relating to such notice, the Agent may withhold the distributions pursuant to this Clause 17, and may take other measures in the manner that the Agent deems reasonable; and (2) the Agent shall distribute to All Lenders other than the Lender subject to such notice, the money paid by the Borrower excluding those subject to such notice. If the creditor obtaining an order for provisional attachment (xxxx-sashiosae)attachment, preservative attachment (hozen-sashiosae) or attachment has been made (sashiosae)provided, however, limited to the Borrower, the Lenders or any other third party suffers any Damages as a result of the distribution cases where such Damage etc. are caused by the Agent pursuant to (1) of this Item (ii), the Agent shall not be liable in relation thereto, and the Borrower shall deal with them at its own cost and liability. The Borrower shall compensate the Agent for any Damages incurred by the Agent due events attributable to such distribution. (bLender; the same shall apply hereinafter in this ①) If the Assignor and the Assignee, under joint names, or if the Borrower, under its single name, notifies the Agent of an assignment of the Loan Receivables in accordance with Clause 29.1: In this case, the Agent shall, after receiving either of these notices, immediately commence all administrative procedures necessary in order to treat such Assignee as the creditor of such Loan Receivables, and the Agent shall be exempt insofar as the Agent treats the previous Lender as the party in interest until the Agent notifies the Borrower, the Assignor and the Assignee that such procedures have been completed. If the Assignee or any other third party suffers Damages due to such treatment by the Agent, the Agent shall not be liable in relation thereto, and the Borrower and the Assignor of such Loan Receivables shall deal with them at their own cost and liability. The Borrower and the Assignor of such Loan Receivables Guarantors shall jointly compensate the and severally indemnify Agent for against any Damages incurred by the Agent arising out of this Item (b). 17.3 The distributions by the Agent to the Lenders shall be made in order, starting from Clause 16.3(iii) to Clause 16.3(vii). If there is an Item Not Fully Covered regarding the amounts to be distributed, the application and distribution with respect to such Item Not Fully Covered shall be made in accordance with the provisions of Clause 16.4. 17.4 Notwithstanding Clause 16.3, Clause 16.4 and Clause 17.3, if the Borrower’s obligations hereunder become immediately due and payable pursuant to Clause 22, the Agent shall distribute the remaining amount after deducting the amounts described under Clause 16.3(i) and Clause 16.3(ii) from the amount paid by the Borrower, in proportion to the amount of the obligations that the Borrower owes to the Lenders under this Agreement, in which case, the application shall be made in the order and method that the Agent deems appropriate. 17.5 If the remittance of money by the Borrower provided for in Clause 16.1 fails to be completed by the Due Time, the Agent shall be under no obligation to make the distributions set forth in Clause 17.1 on the same date. In such cases, the Agent shall make such distributions immediately after the remittance from the Borrower, and the Borrower shall bear any damages, losses and expenses incurred by the Lender or the Agent in connection therewith. 17.6 Upon request from the Agent, and if such request is based on a reasonable cause, the Lenders receiving such request shall immediately notify the Agent of the amount (including specifics) of the receivables they hold against the Borrower under this Agreement. In this case, the obligation of the Agent to make distributions set forth in Clause 17.1 shall arise at the time all such notices reach the AgentDamage etc. In the case where a Borrower and Guarantor incur any expenses or provide compensation as under this ①, Borrower and Guarantor may claim compensation from Lender delays this notice without reasonable causeof claims for which such provisional attachment, such Lender shall bear all damages, losses preservative attachment or expenses incurred by any Lender or the Agent due to such delayattachment has been made. 17.7 The Agent may make the distributions to the Lenders by Temporary Advancement (provided that the Agent shall not be obligated to make such Temporary Advancement.). If the Temporary Advancement is not cleared by the Due Time, the Lender who received the distribution pursuant to this Clause 17.7 shall, immediately upon the Agent’s request, reimburse to the Agent the amount of such Temporary Advancement that it received. The Lender shall, immediately upon the Agent’s request, pay to the Agent any Temporary Advancement Costs required in making such Temporary Advancement, per the amount of Temporary Advancement that it received.

Appears in 1 contract

Samples: Credit Line Agreement (LINE Corp)

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Distribution to Lenders. 17.1 If there still exist exists any remaining amounts after deducting the amount amounts equivalent to the amount amounts described in Clause 16.3(i) and Clause 16.3(ii) from the amount paid by amounts withdrawn from the Borrower Syndicate Account pursuant to Clause 1616.1, the Agent shall immediately distribute such remaining amount amounts to the Lenders in accordance with the provision provisions of this Clause 17. Provided; provided, however, that if such money was paid by withdrawn from the Borrower Syndicate Account pursuant to Clause 9.2 7.2 or Clause 9.47.4, notwithstanding the provision provisions of this Clause 17, the Agent shall promptly distribute such money to the Costs Increased Lender. 17.2 If, prior to distribution by the Agent to the Lenders pursuant to this Clause 17, (a) an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae) in relation to the Loan Receivables or the Guarantee Claims is served on the BorrowerBorrower or the Guarantors, or (b) an assignment in relation to the Loan Receivables or the Guarantee Claims is made, the rights and obligations of the Borrower, the Guarantors, the Agent and the Lenders shall be regulated in accordance with the following provisions: (ia) If the Agent completes the distribution to the Lenders pursuant to this Clause 17 before receiving notice from the Borrower or the Guarantors pursuant to Clause 19.4 19.12 that it has received service of an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae) with respect to the Loan ReceivablesReceivables or the Guarantee Claims: In this case, even if the creditor obtaining an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae), the Borrower, the Guarantors, the Lenders or any other third party suffers damages, losses or expenses (the “Damages”) Loss as a result of such distribution and the withdrawal from the Syndicate Account prior to such distribution by the Agent, the Agent shall not be liable in relation thereto, and the Borrower or the Guarantors shall deal with them at its own cost and liability. The Borrower or the Guarantors shall compensate the Agent for any Damages Loss incurred by the Agent due to such withdrawal and distribution. (iib) If the Agent, after the Borrower’s remittance of money withdrawal from the Syndicate Account pursuant to the Agent’s Account Clause 16.1 and before the completion of the distributions to the Lenders pursuant to this Clause 17, receives notice from the Borrower or the Guarantors pursuant to Clause 19.4 19.12 that it has received service of an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae) with respect to the Loan Receivables or the Guarantee Claims for which such distribution is made: In this case, (1) with respect to the money relating to such notice, the Agent may withhold the distributions pursuant to this Clause 17, and may take other measures in the manner that the Agent deems reasonable; and (2) the Agent shall distribute to All Lenders other than the Lender subject to such notice, the money paid by withdrawn from the Borrower Syndicate Account excluding those subject to such notice. If the creditor obtaining an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae), the Borrower, the Guarantors, the Lenders or any other third party suffers any Damages Loss as a result of the distribution measures by the Agent pursuant to (1) of this Item (iib) or distribution and the withdrawal from the Syndicate Account prior to such distribution by the Agent pursuant to (2) of this Item (b), the Agent shall not be liable in relation thereto, and the Borrower or the Guarantors shall deal with them at its own cost and liability. The Borrower or the Guarantors shall compensate the Agent for any Damages Loss incurred by the Agent due to such measures or withdrawal and distribution. (bc) If the Agent receives notice from the Borrower or the Guarantors pursuant to Clause 19.12 that it has received service of an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae) before the withdrawal from the Syndicate Account pursuant to Clause 16.1: In this case, (1) with respect to the money relating to such notice, the Agent shall not make the withdrawal from the Syndicate Account pursuant to Clause 16.1; provided, however, that notwithstanding such notice, if the Agent has not received notice from the Borrower or the Guarantors pursuant to Clause 19.12 that it has received service of an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae) by the Business Day immediately prior to the date of the Agent’s withdrawal, the Agent may, at its option, make the withdrawal from the Syndicate Account and the distributions, or with respect to the money relating to such notice, the Agent may withhold the distributions pursuant to this Clause 17, and may take other measures in the manner that the Agent deems reasonable, and (2) the Agent shall distribute to All Lenders other than the Lender subject to such notice, the money withdrawn from the Syndicate Account excluding those subject to such notice. If the creditor obtaining an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae), the Borrower, the Guarantors, the Lenders or any other third party suffers any Loss as a result of the distribution by the Agent pursuant to the proviso of (1) of this Item (c) and the withdrawal from the Syndicate Account prior to such distribution, the Agent shall not be liable in relation thereto, and the Borrower or the Guarantors shall deal with them at its own cost and liability. The Borrower or the Guarantors shall compensate the Agent for any Loss incurred by the Agent due to such withdrawal and distribution. (ii) If the Assignor and the Assignee, under joint names, or if the Borrower, under its single name, notifies the Agent of an assignment of the Loan Receivables in accordance with Clause 29.128.2: In this case, the Agent shall, after receiving either of these notices, immediately commence all administrative procedures necessary in order to treat such Assignee as the creditor of such Loan Receivables, and the Agent shall be exempt insofar as the Agent treats the previous Lender as the party in interest until the Agent notifies the Borrower, the Guarantors, the Assignor and the Assignee that such procedures have been completed. If the Assignee or any other third party suffers Damages Loss due to such treatment by the Agent, the Agent shall not be liable in relation thereto, and the Borrower and the Assignor of such Loan Receivables shall deal with them at their own cost and liability. The Borrower Borrower, the Guarantors, and the Assignor of such Loan Receivables shall jointly compensate jointlycompensate the Agent for any Damages Loss incurred by the Agent arising out of this Item (bii). 17.3 The distributions by the Agent to the Lenders shall be made in order, starting from Clause 16.3(iii) to Clause 16.3(vii16.3(vi). If there is an Item Not Fully Covered regarding the amounts to be distributed, the application and distribution with respect to such Item Not Fully Covered shall be made in accordance with the provisions of Clause 16.4. 17.4 Notwithstanding the provisions of Clause 16.3, Clause 16.4 16.4, and Clause 17.3, if the Borrower’s obligations hereunder become immediately due and payable pursuant to Clause 2220, the Agent shall distribute the remaining amount after deducting the amounts described under in Clause 16.3(i) and Clause 16.3(ii) from the amount paid by the Borrower, prorated in proportion to the ratio (or, if there is a change in the ratio of the amount of the obligations that the Borrower owes to each Lender under this Agreement by the time that such distribution is made, the ratio reasonably adjusted by the Agent) of the amount of the obligations that the Borrower owes to the Lenders under this AgreementAgreement at the time that such obligations become immediately due and payable, and the Agent shall not be liable to the extent that the Agent makes such distribution, in which case, the application shall be made in the order and method that the Agent Lenders deems appropriate. 17.5 If the remittance of money by the Borrower or the Guarantors provided for in Clause 16.1 fails to be completed by the Due Time, the Agent shall be under no obligation to make the distributions set forth provided for in Clause 17.1 on the same date. In such cases, the Agent shall make such distributions immediately after withdrawing by [3:00 PM] on the Business Day following the remittance from the BorrowerBorrower or the Guarantors, and the Borrower or the Guarantors shall bear any damages, losses and expenses Loss incurred by the Lender or the Agent in connection therewith. 17.6 Upon request from the Agent, and if such request is based on a reasonable cause, the Lenders receiving such request shall immediately notify the Agent of the amount (including specifics) of the receivables they hold against the Borrower or the Guarantors under this Agreementthe Loan-Related Agreements. In this case, the obligation of the Agent to make distributions set forth provided for in Clause 17.1 shall arise at the time all such notices reach the Agent. In the case where a Lender delays this notice without reasonable cause, such Lender shall bear all damages, losses or expenses Loss incurred by any Lender or the Agent due to such delay. 17.7 The Agent may make the distributions to the Lenders by Temporary Advancement. Such Temporary Advancement (provided that does not correspond to the Agent shall not be obligated to make such Temporary Advancement.). If performance by the Borrower or the Guarantors of its obligations, and if a Temporary Advancement is not cleared made and the Borrower or the Guarantors fails to perform its obligations in relation to such Temporary Advancement by the Due Time, the Lender who received the distribution by Temporary Advancement pursuant to this Clause 17.7 shall, immediately upon the Agent’s request, reimburse to the Agent the amount of such Temporary Advancement that it received. The Lender shall, immediately upon the Agent’s request, pay to the Agent any Temporary Advancement Costs required in making such Temporary Advancement, per the amount of Temporary Advancement that it received. If the Lender pays such Temporary Advancement Costs to the Agent, the Borrower or the Guarantors shall compensate such Lender for such Temporary Advancement Costs.

Appears in 1 contract

Samples: Term Loan Agreement (Kemet Corp)

Distribution to Lenders. 17.1 19.1 If there still exist any remaining amounts after deducting the amount equivalent to the amount described in Clause 16.3(i18.43(i) and Clause 16.3(ii18.43(ii) from the amount [[* In the case of Syndicate Account Repayment Method] withdrawn from the Syndicate Account/[* In the case of Agent’s Account Repayment Method] paid by the Borrower Borrower] pursuant to Clause 1618, the Agent shall immediately distribute such remaining amount to the Lenders in accordance with the provision provisions of this Clause 1719. Provided, however, that if such money was [[* In the case of Syndicate Account Repayment Method] withdrawn from the Syndicate Account/[* In the case of Agent’s Account Repayment Method] paid by the Borrower Borrower] pursuant to Clause 9.2 8.2, Clause 10.2 or Clause 9.410.5, notwithstanding the provision provisions of this Clause 1719, the Agent shall promptly distribute such money to (i) the Non-Drawdown Lender, if Clause 8.2 applies, as the case may be, and (ii) the Costs Increased Lender, if Clause 10.2 or Clause 10.5 applies, as the case may be. [[* In the case of Syndicate Account Repayment Method] If the Agent receives service for an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae) with respect to the deposit receivables in relation to the Syndicate Account before the withdrawal from the Syndicate Account, the Agent shall not be obligated to withdraw from the Syndicate Account pursuant to Clause 18 and to make the distributions pursuant to this Clause 19. If the Agent makes the distributions pursuant to this Clause 19 regardless of such service, except where the Agent isacted willfully or with grossly negligencet, the Lender who receives such distribution shall, upon the Agent’s request, immediately return to the Agent the distributed amount. If the Lenders return such distributed amount and the Agent returns such amount to the Syndicate Account, the obligations of the Borrower to repay such amount shall be deemed to have not been made retroactively to the time of the withdrawal of such amount from the Syndicate Account. 17.2 19.2 If, prior to distribution by the Agent to the Lenders pursuant to this Clause 1719, (a) an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae) in relation to the Loan Receivables is served on the Borrower, or (b) an assignment in relation to the Loan Receivables is made, the rights and obligations of the Borrower, the Agent and the Lenders shall be regulated in accordance with the following provisions: (i) If the Agent completes the distribution to the Lenders pursuant to this Clause 17 19 before receiving notice from the Borrower pursuant to Clause 19.4 21.7 that it has received service of an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae) with respect to the Loan Receivables: In this case, even if the creditor obtaining an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae), the Borrower, the Lenders or any other third party suffers damages, losses or expenses (the “DamagesLossDamages”) as a result of [[* In the case of Syndicate Account Repayment Method] such distribution and the withdrawal from the Syndicate Account prior to such distribution/[* In the case of Agent’s Account Repayment Method] such distribution by the Agent, the Agent shall not be liable in relation thereto, and the Borrower shall deal with them at its own cost and liability. The Borrower shall compensate the Agent for any Damages LossDamages incurred by the Agent due to such [[* In the case of Syndicate Account Repayment Method] withdrawal and distribution/[* In the case of Agent’s Account Repayment Method] distribution]. (ii) If the Agent, after [[* In the case of Syndicate Account Repayment Method] the withdrawal from the Syndicate Account pursuant to Clause 18/[* In the case of Agent’s Account Repayment Method] the Borrower’s remittance of money to the Agent’s Account ] and before the completion of the distributions to the Lenders pursuant to this Clause 1719, receives notice from the Borrower pursuant to Clause 19.4 21.7 that it has received service of an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae) with respect to the Loan Receivables for which such distribution is made: In this case, (1) with respect to the money relating to such notice, the Agent may withhold the distributions pursuant to this Clause 1719, and may take other measures in the manner that the Agent deems reasonable; and (2) the Agent shall distribute to All Lenders other than the Lender subject to such notice, the money [[* In the case of Syndicate Account Repayment Method] withdrawn from the Syndicate Account/[* In the case of Agent’s Account Repayment Method] paid by the Borrower Borrower] excluding those subject to such notice. If the creditor obtaining an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae), the Borrower, the Lenders or any other third party suffers any Damages LossDamages as a result of the distribution measures by the Agent pursuant to (1) of this Item (ii) or [[* In the case of Syndicate Account Repayment Method] distribution and the withdrawal from the Syndicate Account prior to such distribution/[* In the case of Agent’s Account Repayment Method] distribution] by the Agent pursuant to (12) of this Item (ii), the Agent shall not be liable in relation thereto, and the Borrower shall deal with them at its own cost and liability. The Borrower shall compensate the Agent for any Damages LossDamages incurred by the Agent due to such measures or [[* In the case of Syndicate Account Repayment Method] withdrawal and distribution/[* In the case of Agent’s Account Repayment Method] distribution]. (biii) [* In the case of Syndicate Account Repayment Method] If the Assignor and Agent receives notice from the Assignee, under joint names, or if the Borrower, under its single name, notifies the Agent Borrower pursuant to Clause 21.7 that it has received service of an assignment of order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae) before the Loan Receivables in accordance with withdrawal from the Syndicate Account pursuant to Clause 29.118: In this case, (1) with respect to the Agent shallmoney relating to such notice, after receiving either of these notices, immediately commence all administrative procedures necessary in order to treat such Assignee as the creditor of such Loan Receivables, and the Agent shall be exempt insofar as not make the withdrawal pursuant to Clause 18; provided, however, that notwithstanding such notice, if the Agent treats has not received notice from the previous Lender as Borrower pursuant to Clause 21.7 that it has received service of an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae) by [ ] hours before the party in interest until Business Day immediately prior to the date of the Agent’s withdrawal, the Agent notifies may, at its option, make the withdrawal from the Syndicate Account and the distributions, or. Provided, (1) with respect to the money relating to such notice, the Agent may withhold the distributions pursuant to this Clause 19, and may take other measures in the manner that the Agent deems reasonable;, and (2) the Agent shall distribute to All Lenders other than the Lender subject to such notice, the money withdrawn from the Syndicate Account excluding those subject to such notice. If the creditor obtaining an order for provisional attachment (xxxx-sashiosae), preservative attachment (hozen-sashiosae) or attachment (sashiosae), the Borrower, the Assignor and the Assignee that such procedures have been completed. If the Assignee Lenders or any other third party suffers Damages due any LossDamages as a result of the distribution by the Agent pursuant to the proviso of (1) of this Item (iii) and the withdrawal from the Syndicate Account prior to such treatment by the Agentdistribution, the Agent shall not be liable in relation thereto, and the Borrower and the Assignor of such Loan Receivables shall deal with them at their its own cost and liability. The Borrower and the Assignor of such Loan Receivables shall jointly compensate the Agent for any Loss Damages incurred by the Agent arising out of this Item (b). 17.3 The distributions by the Agent to the Lenders shall be made in order, starting from Clause 16.3(iii) to Clause 16.3(vii). If there is an Item Not Fully Covered regarding the amounts to be distributed, the application and distribution with respect to such Item Not Fully Covered shall be made in accordance with the provisions of Clause 16.4. 17.4 Notwithstanding Clause 16.3, Clause 16.4 and Clause 17.3, if the Borrower’s obligations hereunder become immediately due and payable pursuant to Clause 22, the Agent shall distribute the remaining amount after deducting the amounts described under Clause 16.3(i) and Clause 16.3(ii) from the amount paid by the Borrower, in proportion to the amount of the obligations that the Borrower owes to the Lenders under this Agreement, in which case, the application shall be made in the order and method that the Agent deems appropriate. 17.5 If the remittance of money by the Borrower provided for in Clause 16.1 fails to be completed by the Due Time, the Agent shall be under no obligation to make the distributions set forth in Clause 17.1 on the same date. In such cases, the Agent shall make such distributions immediately after the remittance from the Borrower, and the Borrower shall bear any damages, losses and expenses incurred by the Lender or the Agent in connection therewith. 17.6 Upon request from the Agent, and if such request is based on a reasonable cause, the Lenders receiving such request shall immediately notify the Agent of the amount (including specifics) of the receivables they hold against the Borrower under this Agreement. In this case, the obligation of the Agent to make distributions set forth in Clause 17.1 shall arise at the time all such notices reach the Agent. In the case where a Lender delays this notice without reasonable cause, such Lender shall bear all damages, losses or expenses incurred by any Lender or the Agent due to such delaywithdrawal and distribution. 17.7 The Agent may make the distributions to the Lenders by Temporary Advancement (provided that the Agent shall not be obligated to make such Temporary Advancement.). If the Temporary Advancement is not cleared by the Due Time, the Lender who received the distribution pursuant to this Clause 17.7 shall, immediately upon the Agent’s request, reimburse to the Agent the amount of such Temporary Advancement that it received. The Lender shall, immediately upon the Agent’s request, pay to the Agent any Temporary Advancement Costs required in making such Temporary Advancement, per the amount of Temporary Advancement that it received.]

Appears in 1 contract

Samples: Revolving Credit Facility Commitment Line Agreement

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