Common use of Invalidated Payments Clause in Contracts

Invalidated Payments. If any amount paid by any Pari Passu Secured Party to the Pari Passu Collateral Agent for distribution in accordance with the provisions of this Agreement is subsequently required to be returned or repaid in whole or in part, whether by court order, settlement or otherwise, such Pari Passu Secured Party shall promptly notify the Pari Passu Collateral Agent in writing of such requirement, the Pari Passu Collateral Agent shall notify each Authorized Representative thereof in writing, and such Pari Passu Secured Party shall pay to the Pari Passu Collateral Agent the pro rata portion received by it of such amount, without any interest thereon, for payment to the appropriate party in interest; provided, however, with respect to the Trustee, such amount shall only be paid to the Pari Passu Collateral Agent to the extent that (a) the Trustee has not previously distributed the amount required to be repaid to the Holders, unless the Trustee has been found by a court of competent jurisdiction to have been grossly negligent or to have engaged in willful misconduct in making any such distribution, or (b) such amount has been returned by the Holders to the Trustee, whether as a result of an injunctive order or otherwise. If any such amounts are subsequently recovered by any Pari Passu Secured Party, such Pari Passu Secured Party shall promptly remit such amounts upon receipt to the Pari Passu Collateral Agent, and the Pari Passu Collateral Agent shall redistribute such amounts to the Pari Passu Secured Parties, without any interest thereon, on the same basis as such amounts were originally distributed. The obligations of the Pari Passu Secured Parties and the Pari Passu Collateral Agent under this Section 2.7 shall survive the repayment of the Pari Passu Obligations and termination of all of the Pari Passu Documents.

Invalidated Payments. If any amount paid by any Pari Passu Secured Party to the Pari Passu Collateral Agent for distribution in accordance with the provisions of this Agreement is subsequently required to be returned or repaid in whole or in part, whether by court order, settlement or otherwise, such Pari Passu Secured Party shall promptly notify the Pari Passu Collateral Agent in writing of such requirement, the Pari Passu Collateral Agent shall notify each Authorized Representative thereof in writing, and such Pari Passu Secured Party shall pay to the Pari Passu Collateral Agent the pro rata portion received by it of such amount, without any interest thereon, for payment to the appropriate party in interest; provided, however, with respect to the Original Trustee and New Trustee, such amount shall only be paid to the Pari Passu Collateral Agent to the extent that (a) the Original Trustee or the New Trustee, as the case may be, has not previously distributed the amount required to be repaid to the Original Holders and/or the New Holders, respectively, unless the Original Trustee or the New Trustee, as the case may be, has been found by a court of competent jurisdiction to have been grossly negligent or to have engaged in willful misconduct in making any such distribution, or (b) such amount has been returned by the Original Holders and/or the New Holders to the Original Trustee or the New Trustee, as the case may be, whether as a result of an injunctive order or otherwise. If any such amounts are subsequently recovered by any Pari Passu Secured Party, such Pari Passu Secured Party shall promptly remit such amounts upon receipt to the Pari Passu Collateral Agent, and the Pari Passu Collateral Agent shall redistribute such amounts to the Pari Passu Secured Parties, without any interest thereon, on the same basis as such amounts were originally distributed. The obligations of the Pari Passu Secured Parties and the Pari Passu Collateral Agent under this Section 2.7 2.6 shall survive the repayment of the Pari Passu Obligations and termination of all of the Pari Passu Documents.

Invalidated Payments. If any amount paid distributed by any Pari Passu Secured Party to the Pari Passu Collateral Agent for distribution to a Benefited Party in accordance with the provisions of this Agreement is subsequently required to be returned or repaid by the Collateral Agent or such Benefited Party to any of the Company or any other Obligor or any Affiliate thereof or their respective representatives or successors in whole or in partinterest, whether by court order, settlement or otherwise, such Pari Passu Secured Party shall promptly notify the Pari Passu Collateral Agent in writing of such requirementotherwise (a "Disgorgement Event"), the Pari Passu Collateral Agent shall notify promptly request funds from one or more of the Benefited Parties in appropriate amounts in order to adjust the amounts distributed to each Authorized Representative thereof Benefited Party so that after giving effect to any such adjustment all Benefited Parties will have received such proportion of the proceeds as would have been received had the original payment which gave rise to such Disgorgement Event not occurred. If a Disgorgement Event occurs which results in writing, and such Pari Passu Secured Party shall pay to the Pari Passu Collateral Agent or any Benefited Party being required to return or repay any amount distributed by the pro rata portion received by it of such amount, without any interest thereon, for payment to the appropriate party in interest; provided, however, with respect to the Trustee, such amount shall only be paid to the Pari Passu Collateral Agent to any Benefited Party under this Agreement, the extent that (a) the Trustee has not previously distributed the amount required Benefited Party to be repaid to the Holders, unless the Trustee has been found by a court of competent jurisdiction to have been grossly negligent or to have engaged in willful misconduct in making any such distribution, or (b) which such amount has been returned by was distributed shall, promptly upon its receipt of a notice thereof from the Holders to the Trustee, whether as a result of an injunctive order or otherwise. If any such amounts are subsequently recovered by any Pari Passu Secured Party, such Pari Passu Secured Party shall promptly remit such amounts upon receipt to the Pari Passu Collateral Agent, and pay the Pari Passu Collateral Agent such amount; provided that, if any Benefited Party shall redistribute fail to promptly pay such amounts amount to the Pari Passu Secured PartiesCollateral Agent, without any interest thereon, on the same basis as such amounts were originally distributed. The obligations of the Pari Passu Secured Parties and the Pari Passu Collateral Agent may deduct such amount from any amounts payable thereafter to such Benefited Party under this Section 2.7 shall survive the repayment of the Pari Passu Obligations and termination of all of the Pari Passu DocumentsAgreement.