Common use of Equalisation Payments Clause in Contracts

Equalisation Payments. If any Senior Creditor or Hedging Bank (a “Recovering Creditor”) makes a Recovery other than by reason of a payment from the Security Agent dealt with under Clause 11 (Proceeds of Enforcement), then: (a) such Recovering Creditor will notify the Security Agent with details of such Recovery within three Business Days of receipt or recovery; (b) the Security Agent will determine in good faith whether such Recovery is in excess of the amount (the amount of the excess being the “Recovery Excess”) which such Recovering Creditor would have received had such Recovery been effected by the Security Agent pursuant to the Combined Security Documents and applied as provided in Clause 11 (Proceeds of Enforcement), and shall notify such Recovering Creditor accordingly; (c) such Recovering Creditor will pay an amount equal to the Recovery Excess (together with any interest accrued (at a rate determined by the Security Agent acting reasonably) on such amount from the date of receipt or recovery by it) to the Security Agent, retaining the balance in pro tanto satisfaction of the amount due to it; (d) the Security Agent shall treat the Recovery Excess (plus such accrued interest) as if it were the proceeds of enforcement of the Combined Security Documents and shall deal with it in accordance with Clause 11 (Proceeds of Enforcement); and (e) at the option of the Recovering Creditor (i) the liability of the relevant Obligor to such Recovering Creditor shall be increased (or treated as not having been reduced) by an amount equal to the Recovery Excess, or (ii) such Obligor shall fully indemnify such Recovering Creditor for the amount of the Recovery Excess.

Equalisation Payments. (a) If at any Senior Creditor or Hedging time after the delivery of a notice by the Agent under Clause 23.18 (Acceleration) any Relevant Bilateral Bank (a “Recovering Creditor”) makes a Recovery in respect of any sum owed by the relevant Bilateral Borrower whether directly or by set-off or by any other than means which, if such sum had been recovered by reason of a payment the Relevant Bilateral Bank from the Security Agent an Obligor, would have fallen to be dealt with under Clause 11 29.12 (Application of Proceeds of Enforcement), by Security Agent) then: (ai) such Recovering Creditor Relevant Bilateral Bank will notify the Security Agent with details of such Recovery to the Security Agent within three Business Days of receipt or recoveryDays; (bii) the Security Agent will then determine in good faith whether the amount by which such Recovery is in excess of exceeds the amount (the amount of the excess being the “Recovery Excess”) which such Recovering Creditor Relevant Bilateral Bank would have received had such Recovery been effected affected by the Security Agent from an Obligor pursuant to the Combined Security Documents and applied as provided in Clause 11 29.12 (Application of Proceeds of Enforcementby Security Agent), and shall notify such Recovering Creditor accordingly; (ciii) such Recovering Creditor Relevant Bilateral Bank will pay an amount (the Equalisation Sharing Payment) equal to the Recovery Excess (together with any interest accrued (at a rate determined by the Security Agent acting reasonably) on such amount from the date of receipt or recovery by it) excess to the Security Agent, retaining the balance in pro tanto satisfaction of the amount due to it; (div) the Security Agent shall treat the Recovery Excess (plus such accrued interest) excess as if it were a Recovery from an Obligor pursuant to the proceeds of enforcement of the Combined relevant Security Documents and shall deal with it in accordance with Clause 11 29.12 (Application of Proceeds of Enforcementby Security Agent) (taking into account the amount withheld by the Relevant Bilateral Bank in subparagraph (iii) above); and. (eb) at On a distribution by the option Security Agent under paragraph (a), the Relevant Bilateral Bank will be subrogated to the rights of the Recovering Creditor Finance Parties which have shared in the redistribution. (ic) If and to the liability of extent that the Relevant Bilateral Bank is not able to rely on its rights under paragraph (b) above, the relevant Obligor to such Recovering Creditor shall be increased (or treated as not having been reduced) by an amount liable to the Relevant Bilateral Bank for a debt equal to the Recovery Excess, or (ii) such Obligor shall fully indemnify such Recovering Creditor for the amount of the Recovery ExcessEqualisation Sharing Payment which is immediately due and payable.

Equalisation Payments. (a) If at any Senior Creditor or Hedging time after the delivery of a notice by the Agent under Clause 23.18 (Acceleration) any Relevant Bilateral Bank (a “Recovering Creditor”) makes a Recovery in respect of any sum owed by the relevant Bilateral Borrower whether directly or by set-off or by any other than means which, if such sum had been recovered by reason of a payment the Relevant Bilateral Bank from the Security Agent an Obligor, would have fallen to be dealt with under Clause 11 29.11 (Application of Proceeds of Enforcement), by Security Agent) then: (ai) such Recovering Creditor Relevant Bilateral Bank will notify the Security Agent with details of such Recovery to the Security Agent within three 3 Business Days of receipt or recoveryDays; (bii) the Security Agent will then determine in good faith whether the amount by which such Recovery is in excess of exceeds the amount (the amount of the excess being the “Recovery Excess”) which such Recovering Creditor Relevant Bilateral Bank would have received had such Recovery been effected affected by the Security Agent from an Obligor pursuant to the Combined Security Documents and applied as provided in Clause 11 29.11 (Application of Proceeds of Enforcementby Security Agent), and shall notify such Recovering Creditor accordingly; (ciii) such Recovering Creditor Relevant Bilateral Bank will pay an amount (the “Equalisation Sharing Payment”) equal to the Recovery Excess (together with any interest accrued (at a rate determined by the Security Agent acting reasonably) on such amount from the date of receipt or recovery by it) excess to the Security Agent, retaining the balance in pro tanto satisfaction of the amount due to it; (div) the Security Agent shall treat the Recovery Excess (plus such accrued interest) excess as if it were a Recovery from an Obligor pursuant to the proceeds of enforcement of the Combined relevant Security Documents and shall deal with it in accordance with Clause 11 29.11 (Proceeds Application of Enforcementproceeds by Security Agent) (taking into account the amount withheld by the Relevant Bilateral Bank in paragraph (iii) above); and. (eb) at On a distribution by the option Security Agent under paragraph (a), the Relevant Bilateral Bank will be subrogated to the rights of the Recovering Creditor Finance Parties which have shared in the redistribution. (ic) If and to the liability of extent that the Relevant Bilateral Bank is not able to rely on its rights under paragraph (b) above, the relevant Obligor to such Recovering Creditor shall be increased (or treated as not having been reduced) by an amount liable to the Relevant Bilateral Bank for a debt equal to the Recovery Excess, or (ii) such Obligor shall fully indemnify such Recovering Creditor for the amount of the Recovery ExcessEqualisation Sharing Payment which is immediately due and payable.

Equalisation Payments. If any Senior Secured Creditor or Hedging Bank (a “Recovering Creditor”) makes a Recovery other than by reason of a payment from the Security Agent dealt with under Clause 11 9 (Proceeds of Enforcement), then:, subject to Clause 11.3 (Notes Trustee Amounts): (a) such the Recovering Creditor will notify the Security Agent with details of such Recovery must within three Business Days Days, supply details of receipt or recoverythe Recovery to the Security Agent; (b) the Security Agent will determine in good faith must calculate whether such the Recovery is in excess of the amount (the amount of the excess being the “Recovery Excess”) which such the Recovering Creditor would have received if the Recovery had such Recovery been effected by the Security Agent pursuant to the Combined Security Documents and applied as provided in Clause 11 9 (Proceeds of Enforcement), and shall notify such Recovering Creditor accordingly; (c) such the Recovering Creditor will must pay to the Security Agent an amount equal to the Recovery Excess (together with any interest accrued (at a rate determined within five Business Days of demand by the Security Agent acting reasonably) on such amount from the date of receipt or recovery by it) to the Security Agent, retaining the balance in pro tanto satisfaction of the amount due to it; (d) the Security Agent shall must treat the Recovery Excess (plus such accrued interest) as if it were the proceeds of enforcement of the Combined Security Documents and shall deal with it in accordance with Clause 11 9 (Proceeds of Enforcement); and (e) at the option of the Recovering Creditor (i) the liability Recovering Creditor will be subrogated to the rights of the Secured Creditors which have shared in that Recovery Excess, or (i) if the Recovering Creditor is not able to rely on any rights of subrogation under subparagraph (i) above, the relevant Obligor to such will owe the Recovering Creditor shall be increased (or treated as not having been reduced) by an amount a debt which is equal to the Recovery Excess, or (ii) such Obligor shall fully indemnify such Recovering Creditor for the amount immediately payable and of the Recovery Excesstype originally discharged.

Equalisation Payments. If any Senior Secured Creditor or Hedging Bank (a “Recovering Creditor”RECOVERING CREDITOR) makes a Recovery other than by reason of a payment from the Security Agent dealt with under Clause 11 (Proceeds of Enforcement), then: (a) such Recovering Creditor will notify the Security Agent with details of such Recovery within three Business Days of receipt or recovery; (b) the Security Agent will determine in good faith whether such Recovery is in excess of the amount (the amount of the excess being the “Recovery Excess”RECOVERY EXCESS) which such Recovering Creditor would have received had such Recovery been effected by the Security Agent pursuant to the Combined Security Documents and applied as provided in Clause 11 (Proceeds of Enforcement), and shall notify such Recovering Creditor accordingly; (c) such Recovering Creditor will pay an amount equal to the Recovery Excess (together with any interest accrued (at a rate determined by the Security Agent acting reasonably) on such amount from the date of receipt or recovery by it) to the Security Agent, retaining the balance in pro tanto satisfaction of the amount due to it; (d) the Security Agent shall treat the Recovery Excess (plus such accrued interest) as if it were the proceeds of enforcement of the Combined Security Documents and shall deal with it in accordance with Clause 11 (Proceeds of Enforcement); and (e) at the option of the Recovering Creditor (i) the liability of the relevant Obligor to such Recovering Creditor shall be increased (or treated as not having been reduced) by an amount equal to the Recovery Excess, or (ii) such Obligor shall fully indemnify such Recovering Creditor for the amount of the Recovery Excess.

Equalisation Payments. If (a) If, any Senior Creditor or Hedging Bank or the LC Issuer (a “Recovering Creditor”) makes a Recovery other than by reason of a payment from the Security Agent dealt with under Clause 11 (Proceeds of Enforcement), then: (ai) such Recovering Creditor will notify the Security Agent with details of such Recovery within three Business Days of receipt or recovery; (bii) the Security Agent will determine in good faith whether such Recovery is in excess of the amount (the amount of the excess being the “Recovery Excess”) which such Recovering Creditor would have received had such Recovery been effected by the Security Agent pursuant to the Combined Security Documents and applied as provided in Clause 11 (Proceeds of Enforcement), and shall notify such Recovering Creditor accordingly; (ciii) such Recovering Creditor will pay an amount equal to the Recovery Excess (together with any interest accrued (at a rate determined by the Security Agent acting reasonably) on such amount from the date of receipt or recovery by it) to the Security Agent, retaining the balance in pro tanto satisfaction of the amount due to it; (div) the Security Agent shall treat the Recovery Excess (plus such accrued interest) as if it were the proceeds of enforcement of the Combined Security Documents and shall deal with it in accordance with Clause 11 (Proceeds of Enforcement); and (ev) at the option of the Recovering Creditor (iA) the liability of the relevant Obligor to such Recovering Creditor shall be increased (or treated as not having been reduced) by an amount equal to the Recovery Excess, or (iiB) such Obligor shall fully indemnify such Recovering Creditor for the amount of the Recovery Excess. (b) Each of the Secured Parties agrees that any amount received or recovered by any Senior Creditor, any Hedging Bank or the LC Issuer on or after the occurrence of an Acceleration Event in payment or on account of any Senior Debt, Hedging Debt or LC Debt (but after deducting the reasonable costs and expenses incurred by such Senior Creditor, Hedging Bank or the LC Issuer in effecting such receipt or recovery) other than by reason of a payment from the Security Agent dealt with under Clause 11.2 (Attainment of Designated Rating), and which is in excess of the amount which such Senior Creditor, Hedging Bank or the LC Issuer would have received had such receipt or recovery been applied as provided by Clause 11.2 (Attainment of Designated Rating), shall be deemed to be a Recovery Excess for the purposes of Clause 13.1 (Equalisation Payments) and the Senior Creditors, the Hedging Banks and the LC Issuer agree to make such payments to each other as are necessary to achieve the same effect as if such Recovery Excess had been dealt with in accordance with Clause 11.2 (Attainment of Designated Rating). Any Senior Creditor, Hedging Bank or the LC Issuer which is required to make a payment of any Recovery Excess or part thereof to another Senior Creditor or Hedging Bank or to the LC Issuer shall be entitled to rely on paragraph (a)(v) above in respect of that Recovery Excess.

Equalisation Payments. If any Senior Creditor or any Hedging Bank (a “Recovering Creditor”) makes a Recovery in respect of any sum owed by any Obligor, whether directly or by the enforcement of the Security Documents or by set-off or by any other means other than by reason of a payment from receipt by the Security Agent Trustee falling to be dealt with under Clause 11 15 (Proceeds of EnforcementEnforcement of Security), then: (a) such Recovering Senior Creditor or Hedging Bank, as the case may be, will notify the Security Agent with details of such Recovery to the Security Trustee within three Business Days of receipt or recoverythereof; (b) the Security Agent Trustee will then determine in good faith whether such Recovery is in excess of the amount (the amount of the excess being the “Recovery Excess”) which such Recovering Senior Creditor or Hedging Bank, as the case may be, would have received had such Recovery been effected by the Security Agent Trustee pursuant to the Combined Security Documents and applied as provided in Clause 11 15 (Proceeds of EnforcementEnforcement of Security), and shall notify such Recovering Senior Creditor or Hedging Bank, as the case may be, accordingly; (c) if any such Recovering excess is so determined by the Security Trustee, such Senior Creditor or Hedging Bank, as the case may be, will pay an amount equal to the Recovery Excess (together with any interest accrued (at a rate determined by the Security Agent acting reasonably) on such amount from the date of receipt or recovery by it) excess to the Security AgentTrustee, retaining the balance in pro tanto satisfaction of the amount due to it; (d) the Security Agent Trustee shall treat the Recovery Excess (plus such accrued interest) excess as if it were a Recovery by it from the proceeds of enforcement of relevant Obligor pursuant to the Combined Security Documents and shall deal with it in accordance with Clause 11 15 (Proceeds of Enforcement)Enforcement of Security) save that, for the avoidance of doubt, the Senior Creditor or Hedging Bank making the payment referred to in paragraph (c) above shall be treated as having already received its share of the Recovery; and (e) at the option of the Recovering Senior Creditor or Hedging Bank making the payment referred to in paragraph (c), (i) the liability of the relevant Obligor to such Recovering Senior Creditor or Hedging Bank shall be increased (or treated as not having been reduced) by an the amount equal to the Recovery Excessof such payment, or (ii) such Obligor (subject always to the provisions of this Agreement) shall fully indemnify such Recovering Senior Creditor or Hedging Bank for the amount of the Recovery Excessthereof.