Common use of Payments to Finance Parties Clause in Contracts

Payments to Finance Parties. (a) If a Finance Party receives or recovers any amount from an Obligor other than in accordance with Clause 33 (Payment mechanics) (a Recovered Amount) and applies that amount to a payment due under the Finance Documents then: (i) the Recovering Finance Party shall, within three Business Days, notify details of the receipt or recovery, to the Agent; (ii) the Agent shall determine whether the receipt or recovery is in excess of the amount the Recovering Finance Party would have been paid had the receipt or recovery been received or made by the Agent and distributed in accordance with Clause 33 (Payment mechanics), without taking account of any Tax which would be imposed on the Agent in relation to the receipt, recovery or distribution; and (iii) the Recovering Finance Party shall, within three Business Days of demand by the Agent, pay to the Agent (or to another Finance Party, as the Agent shall direct in accordance with this Clause 32) an amount equal to such receipt or recovery less any amount which the Agent determines may be retained by the Recovering Finance Party as its share of any payment to be made, in accordance with paragraph (a) of Clause 33.6 (Partial payments). (b) If any Lender (a Shortfall Lender) does not receive in full any amount (a Shortfall Amount) due to it from an Obligor in accordance with paragraph (c) of Clause 33.1 (Payments to the Agent), and that Shortfall Lender notifies the Agent of the same within three Business Days of the due date for payment (the Relevant Payment Date): (i) the Agent shall determine the total Shortfall Amounts owing to Lenders in respect of the Relevant Payment Date (and each other Lender shall, at the Agent’s request, confirm to the Agent the amount, if any, it received from that Obligor on the Relevant Payment Date (the Received Amount), and any relevant Shortfall Amount); (ii) the Agent shall determine whether any Xxxxxx’s Received Amount is in excess of the amount that Lender would have been paid had all Received Amounts been received by the Agent in accordance with paragraph (a) of Clause 33.1 (Payments to the Agent) and distributed by the Agent in accordance with Clause 33.6 (Partial payments), without taking account of any Tax which would be imposed on the Agent in relation to the receipt or distribution; and (iii) each Lender shall, within three Business Days of demand by the Agent, pay to the Agent (or to another Lender, as the Agent shall direct in accordance with this Clause 32) to each Shortfall Lender an amount equal to its Received Amount less any amount which the Agent determines may be retained by that Lender as its share of the total Received Amounts had these been received by the Agent in accordance with paragraph (a) of Clause 33.1 (Payments to the Agent) and distributed by the Agent in accordance with Clause 33.6 (Partial payments), without taking account of any Tax which would be imposed on the Agent in relation to the receipt or distribution.

Payments to Finance Parties. (a) If a Finance Party (a "Recovering Finance Party") receives or recovers (including by combination of accounts or set off) any amount from an Obligor other than in accordance with Clause 33 36 (Payment mechanics) (a Recovered AmountMechanics) and applies that amount to a payment due under the Finance Documents then: (i) the Recovering Finance Party shall, within three Business Days, notify details of the receipt or recovery, recovery to the Agent; (ii) the Agent shall determine whether the receipt or recovery is in excess of the amount the Recovering Finance Party would have been paid had the receipt or recovery been received or made by the Agent and distributed in accordance with Clause 33 36 (Payment mechanicsMechanics), without taking account of any Tax which would be imposed on the Agent in relation to the receipt, recovery or distribution; and (iii) the Recovering Finance Party shall, within three Business Days of demand by the Agent, pay to the Agent (or to another Finance Party, as the Agent shall direct in accordance with this Clause 32) an amount (the "Sharing Payment") equal to such receipt or recovery less any amount which the Agent determines may be retained by the Recovering Finance Party as its share of any payment to be made, in accordance with paragraph (a) of Clause 33.6 36.6 (Partial payments). (b) If any Lender Paragraph (a Shortfall Lendera) does not receive in full any amount (a Shortfall Amount) due to it from an Obligor in accordance with paragraph (c) of Clause 33.1 (Payments to the Agent), and that Shortfall Lender notifies the Agent of the same within three Business Days of the due date for payment (the Relevant Payment Date):above: (i) shall not apply to any amount received or recovered by the Agent shall determine Issuing Person and applied by it towards any amount then payable to it by way of the total Shortfall Amounts owing provision of cash cover (which has been provided to Lenders the Issuing Person in accordance with the Finance Documents) or otherwise in respect of a Letter of Credit at any time when receipts and recoveries by the Relevant Payment Date (Finance Parties are sufficient to discharge all amounts then due and each other Lender shall, at payable under the Agent’s request, confirm to the Agent the amount, if any, it received from that Obligor on the Relevant Payment Date (the Received Amount), and any relevant Shortfall Amount);Finance Documents; and (ii) shall apply to any amount received or recovered by the Agent shall determine whether Issuing Person and applied by it towards any Xxxxxx’s Received Amount is in excess amount then payable to it by way of the amount that Lender would have been paid had all Received Amounts been received provision of cash cover or otherwise in respect of a Letter of Credit at any time when receipts and recoveries by the Agent in accordance with paragraph (a) of Clause 33.1 (Payments Finance Parties are not sufficient to discharge all amounts then due and payable under the Agent) and distributed by the Agent in accordance with Clause 33.6 (Partial payments), without taking account of any Tax which would be imposed on the Agent in relation to the receipt or distributionFinance Documents; and (iii) each Lender shall, within three Business Days of demand shall not apply to any application by the Agent, pay Issuing Person under Clause 28.27 (Cash cover) of cash cover which has been provided to the Agent (or to another Lender, as the Agent shall direct Issuing Person in accordance with this Clause 32) to each Shortfall Lender an amount equal to its Received Amount less any amount which the Agent determines may be retained by that Lender as its share of the total Received Amounts had these been received by the Agent in accordance with paragraph (a) of Clause 33.1 (Payments to the Agent) and distributed by the Agent in accordance with Clause 33.6 (Partial payments), without taking account of any Tax which would be imposed on the Agent in relation to the receipt or distributionFinance Documents.

Payments to Finance Parties. Subject to clauses 6.10 (aOverdraft Limits) If and 25.3(c) (Withdrawals from the Collection Account) and to paragraph (b) below, if a Finance Party (each a Recovering Party) receives or recovers any amount from an Obligor or the Spanish Pledgor (or from a third party in respect of an obligation owing to it by an Obligor) other than in accordance with Clause 33 clause 34 (Payment mechanics) (including any amounts under any bilateral agreement in connection with any Ancillary Facility or in connection with any Multi-Party TPA Agreement or Deed of Undertaking) (a Recovered Amount) and applies that amount to a payment due under the Finance Documents or under any bilateral agreement in connection with any Ancillary Facility or in connection with any Multi-Party TPA Agreement then: (ia) the Recovering Finance Party shall, within three (3) Business Days, notify details of the receipt or recovery, to the Facility Agent; (iib) the Facility Agent shall determine whether the receipt or recovery is in excess of the amount the Recovering Finance Party would have been paid had the receipt or recovery been received or made by the Facility Agent and distributed in accordance with Clause 33 clause 34 (Payment mechanics), without taking account of any Tax which would be imposed on the Facility Agent in relation to the receipt, recovery or distribution; and (iiic) the Recovering Finance Party shall, within three (3) Business Days of demand by the Facility Agent, pay to the Facility Agent (or to another Finance Party, as the Agent shall direct in accordance with this Clause 32) an amount (the Sharing Payment) equal to such receipt or recovery less any amount which the Facility Agent determines may be retained by the Recovering Finance Party as its share of any payment to be made, in accordance with paragraph (a) of Clause 33.6 clause 34.6 (Partial payments). (b) If any Lender (a Shortfall Lender) does not receive in full any amount (a Shortfall Amount) due to it from an Obligor in accordance with paragraph (c) of Clause 33.1 (Payments to the Agent), and that Shortfall Lender notifies the Agent of the same within three Business Days of the due date for payment (the Relevant Payment Date): (i) the Agent shall determine the total Shortfall Amounts owing to Lenders in respect of the Relevant Payment Date (and each other Lender shall, at the Agent’s request, confirm to the Agent the amount, if any, it received from that Obligor on the Relevant Payment Date (the Received Amount), and any relevant Shortfall Amount); (ii) the Agent shall determine whether any Xxxxxx’s Received Amount is in excess of the amount that Lender would have been paid had all Received Amounts been received by the Agent in accordance with paragraph (a) of Clause 33.1 (Payments to the Agent) and distributed by the Agent in accordance with Clause 33.6 (Partial payments), without taking account of any Tax which would be imposed on the Agent in relation to the receipt or distribution; and (iii) each Lender shall, within three Business Days of demand by the Agent, pay to the Agent (or to another Lender, as the Agent shall direct in accordance with this Clause 32) to each Shortfall Lender an amount equal to its Received Amount less any amount which the Agent determines may be retained by that Lender as its share of the total Received Amounts had these been received by the Agent in accordance with paragraph (a) of Clause 33.1 (Payments to the Agent) and distributed by the Agent in accordance with Clause 33.6 (Partial payments), without taking account of any Tax which would be imposed on the Agent in relation to the receipt or distribution.

Payments to Finance Parties. (a) If a Finance Party (a "Recovering Finance Party") receives or recovers any amount from an Obligor other than in accordance with Clause 33 28 (Payment mechanics) (a "Recovered Amount") and applies that amount to a payment due under the Finance Documents then: (ia) the Recovering Finance Party shall, within three Business Days, notify details of the receipt or recovery, recovery to the Agent; (iib) the Agent shall determine whether the receipt or recovery is in excess of the amount the Recovering Finance Party would have been paid had the receipt or recovery been received or made by the Agent and distributed in accordance with Clause 33 28 (Payment mechanics), without taking account of any Tax which would be imposed on the Agent in relation to the receipt, recovery or distribution; and (iiic) the Recovering Finance Party shall, within three Business Days of demand by the Agent, pay and acting through the Agent, purchase for cash from other Finance Parties at par, participations in the amounts due and payable to such Finance Parties under the Agent Finance Documents in an aggregate amount (or to another Finance Party, as the Agent shall direct in accordance with this Clause 32"Sharing Payment") an amount equal to such receipt or recovery less any amount which the Agent determines may be retained by the Recovering Finance Party, being the amount the Recovering Finance Party as its share of any payment to be made, would have been paid had the receipt or recovery been received or made by the Agent and distributed in accordance with Clause 28.5 (Partial payments). Any purchase by the Recovering Finance Party pursuant to paragraph (ac) shall be made on a pro rata basis such that the benefit of such receipt or recovery shall be shared by the Finance Parties as if such receipt or recovery had been paid by the relevant Obligor and distributed by the Agent between the Finance Parties (other than the Recovering Finance Party) (the "Sharing Finance Parties") in accordance with Clause 33.6 28.5 (Partial payments). (b) If any Lender (a Shortfall Lender) does not receive in full any amount (a Shortfall Amount) due to it from an Obligor in accordance with paragraph (c) of Clause 33.1 (Payments to the Agent), and that Shortfall Lender notifies the Agent of the same within three Business Days of the due date for payment (the Relevant Payment Date): (i) the Agent shall determine the total Shortfall Amounts owing to Lenders in respect of the Relevant Payment Date (and each other Lender shall, at the Agent’s request, confirm to the Agent the amount, if any, it received from that Obligor on the Relevant Payment Date (the Received Amount), and any relevant Shortfall Amount); (ii) the Agent shall determine whether any Xxxxxx’s Received Amount is in excess of the amount that Lender would have been paid had all Received Amounts been received by the Agent in accordance with paragraph (a) of Clause 33.1 (Payments to the Agent) and distributed by the Agent in accordance with Clause 33.6 (Partial payments), without taking account of any Tax which would be imposed on the Agent in relation to the receipt or distribution; and (iii) each Lender shall, within three Business Days of demand by the Agent, pay to the Agent (or to another Lender, as the Agent shall direct in accordance with this Clause 32) to each Shortfall Lender an amount equal to its Received Amount less any amount which the Agent determines may be retained by that Lender as its share of the total Received Amounts had these been received by the Agent in accordance with paragraph (a) of Clause 33.1 (Payments to the Agent) and distributed by the Agent in accordance with Clause 33.6 (Partial payments), without taking account of any Tax which would be imposed on the Agent in relation to the receipt or distribution.

Payments to Finance Parties. (a) If a Finance Party (a “Recovering Finance Party”) receives or recovers any amount from an Obligor the Borrower other than in accordance with Clause 33 27 (Payment mechanics) (a Recovered AmountMechanics) and applies that amount to a payment due under the Finance Documents then: (ia) the Recovering Finance Party shall, within three Business Days, notify details of the receipt or recovery, to the Paying Agent (with a copy to the Administrative Agent); (iib) the Paying Agent shall determine whether the receipt or recovery is in excess of the amount the Recovering Finance Party would have been paid had the receipt or recovery been received or made by the Paying Agent and distributed in accordance with Clause 33 27 (Payment mechanicsMechanics), without taking account of any Tax which would be imposed on the Paying Agent in relation to the receipt, recovery or distribution; and (iiic) the Recovering Finance Party shall, within three Business Days of demand by the Paying Agent, pay to purchase at par shares in the amounts due and payable under the Finance Documents from other Finance Parties (each a “Selling Finance Party”), acting through the Paying Agent, in an aggregate amount determined by the Paying Agent (or to another Finance Party, as the Agent which shall direct in accordance with this Clause 32) be an amount equal to such receipt or recovery less any amount which the Paying Agent determines may be retained by the Recovering Finance Party as its share of any payment to be made, in accordance with paragraph (a) of Clause 33.6 (Partial payments). (b) If any Lender (a Shortfall Lender) does not receive in full any amount (a Shortfall Amount) due to it from an Obligor in accordance with paragraph (c) of Clause 33.1 (Payments to the Agent), and that Shortfall Lender notifies the Agent of the same within three Business Days of the due date for payment (the Relevant Payment Date): (i) the Agent shall determine the total Shortfall Amounts owing to Lenders in respect of the Relevant Payment Date (and each other Lender shall, at the Agent’s request, confirm to the Agent the amount, if any, it received from that Obligor on the Relevant Payment Date (the Received Amount), and any relevant Shortfall Amount); (ii) the Agent shall determine whether any Xxxxxx’s Received Amount is in excess of the amount that Lender the Recovering Finance Party would have been paid had all Received Amounts the receipt or recovery been received or made by the Paying Agent and distributed in accordance with paragraph Clause 27 (aPayment Mechanics)) so that the benefit of Clause 33.1 (Payments to such receipt or recovery shall be shared by the Agent) Finance Parties as if such receipt or recovery had been paid by the Borrower and distributed by the Paying Agent between the Finance Parties (other than the Recovering Finance Party) in accordance with Clause 33.6 27.5 (Partial payments), without taking account of any Tax which would be imposed on ) (the Agent in relation to the receipt or distribution; and (iii) each Lender shall, within three Business Days of demand amount paid by the Agent, pay to the Agent (or to another Lender, as the Agent shall direct in accordance with such Recovering Finance Party under this Clause 32) to each Shortfall Lender an amount equal to its Received Amount less any amount which the Agent determines may be retained by that Lender as its share of the total Received Amounts had these been received by the Agent in accordance with paragraph (ac) of Clause 33.1 (Payments to being the Agent) and distributed by the Agent in accordance with Clause 33.6 (Partial payments“Sharing Payment”), without taking account of any Tax which would be imposed on the Agent in relation to the receipt or distribution.

Payments to Finance Parties. (a) If Subject to clause 25.3(c) (Withdrawals from the Collection Account) and to paragraph (ii) below, if a Finance Party (each a Recovering Party) receives or recovers any amount from an Obligor Obligor, the Spanish Pledgor or any South African Pledge Counterparty (or from a third party in respect of an obligation owing to it by an Obligor) other than in accordance with Clause 33 clause 34 (Payment mechanics) (including any amounts under or in connection with any Multi-Party TPA Agreement, FX Hedging Provider Hedging Agreement or Deed of Undertaking) (a Recovered Amount) and applies that amount to a payment due under the Finance Documents or in connection with any Multi-Party TPA Agreement or FX Hedging Provider Hedging Agreement then: (i) the Recovering Finance Party shall, within three (3) Business Days, notify details of the receipt or recovery, to the Facility Agent; (ii) the Facility Agent shall determine whether the receipt or recovery is in excess of the amount the Recovering Finance Party would have been paid had the receipt or recovery been received or made by the Facility Agent and distributed in accordance with Clause 33 clause 34 (Payment mechanics), without taking account of any Tax which would be imposed on the Facility Agent in relation to the receipt, recovery or distribution; and (iii) the Recovering Finance Party shall, within three (3) Business Days of demand by the Facility Agent, pay to the Facility Agent (or to another Finance Party, as the Agent shall direct in accordance with this Clause 32) an amount (the Sharing Payment) equal to such receipt or recovery less any amount which the Facility Agent determines may be retained by the Recovering Finance Party as its share of any payment to be made, in accordance with paragraph (a) of Clause 33.6 clause 34.6 (Partial payments). (b) If any Lender Paragraph (a Shortfall Lendera) does above shall not receive in full apply to any amount (a Shortfall Amount) due to it from received or recovered by an Obligor in accordance with paragraph (c) of Clause 33.1 (Payments to the Agent), and that Shortfall Lender notifies the Agent of the same within three Business Days of the due date for payment (the Relevant Payment Date): (i) the Agent shall determine the total Shortfall Amounts owing to Lenders Issuing Bank in respect of any cash cover provided for the Relevant Payment Date (and each other Lender shall, at the Agent’s request, confirm to the Agent the amount, if any, it received from benefit of that Obligor on the Relevant Payment Date (the Received Amount), and any relevant Shortfall Amount); (ii) the Agent shall determine whether any Xxxxxx’s Received Amount is in excess of the amount that Lender would have been paid had all Received Amounts been received by the Agent in accordance with paragraph (a) of Clause 33.1 (Payments to the Agent) and distributed by the Agent in accordance with Clause 33.6 (Partial payments), without taking account of any Tax which would be imposed on the Agent in relation to the receipt or distribution; and (iii) each Lender shall, within three Business Days of demand by the Agent, pay to the Agent (or to another Lender, as the Agent shall direct in accordance with this Clause 32) to each Shortfall Lender an amount equal to its Received Amount less any amount which the Agent determines may be retained by that Lender as its share of the total Received Amounts had these been received by the Agent in accordance with paragraph (a) of Clause 33.1 (Payments to the Agent) and distributed by the Agent in accordance with Clause 33.6 (Partial payments), without taking account of any Tax which would be imposed on the Agent in relation to the receipt or distributionIssuing Bank.

Payments to Finance Parties. (a) If a Finance Party (a "Recovering Finance Party") receives or recovers any amount from an Obligor other than in accordance with Clause 33 28 (Payment mechanics) (a "Recovered Amount") and applies that amount to a payment due under the Finance Documents then: (ia) the Recovering Finance Party shall, within three Business Days, notify details of the receipt or recovery, recovery to the Agent; (iib) the Agent shall determine whether the receipt or recovery is in excess of the amount the Recovering Finance Party would have been paid had the receipt or recovery been received or made by the Agent and distributed in accordance with Clause 33 28 (Payment mechanics), without taking account of any Tax which would be imposed on the Agent in relation to the receipt, recovery or distribution; and (iiic) the Recovering Finance Party shall, within three Business Days of demand by the Agent, pay and acting through the Agent, purchase for cash from other Finance Parties at par, participations in the amounts due and payable to such Finance Parties under the Agent Finance Documents in an aggregate amount (or to another Finance Party, as the Agent shall direct in accordance with this Clause 32"Sharing Payment") an amount equal to such receipt or recovery less any amount which the Agent determines may be retained by the Recovering Finance Party, being the amount the Recovering Finance Party as its share of any payment to be made, would have been paid had the receipt or recovery been received or made by the Agent and distributed in accordance with Clause 28.6 (Partial payments). Any purchase by the Recovering Finance Party pursuant to paragraph (ac) shall be made on a pro rata basis such that the benefit of such receipt or recovery shall be shared by the Finance Parties as if such receipt or recovery had been paid by the relevant Obligor and distributed by the Agent between the Finance Parties (other than the Recovering Finance Party) (the "Sharing Finance Parties") in accordance with Clause 33.6 28.6 (Partial payments). (b) If any Lender (a Shortfall Lender) does not receive in full any amount (a Shortfall Amount) due to it from an Obligor in accordance with paragraph (c) of Clause 33.1 (Payments to the Agent), and that Shortfall Lender notifies the Agent of the same within three Business Days of the due date for payment (the Relevant Payment Date): (i) the Agent shall determine the total Shortfall Amounts owing to Lenders in respect of the Relevant Payment Date (and each other Lender shall, at the Agent’s request, confirm to the Agent the amount, if any, it received from that Obligor on the Relevant Payment Date (the Received Amount), and any relevant Shortfall Amount); (ii) the Agent shall determine whether any Xxxxxx’s Received Amount is in excess of the amount that Lender would have been paid had all Received Amounts been received by the Agent in accordance with paragraph (a) of Clause 33.1 (Payments to the Agent) and distributed by the Agent in accordance with Clause 33.6 (Partial payments), without taking account of any Tax which would be imposed on the Agent in relation to the receipt or distribution; and (iii) each Lender shall, within three Business Days of demand by the Agent, pay to the Agent (or to another Lender, as the Agent shall direct in accordance with this Clause 32) to each Shortfall Lender an amount equal to its Received Amount less any amount which the Agent determines may be retained by that Lender as its share of the total Received Amounts had these been received by the Agent in accordance with paragraph (a) of Clause 33.1 (Payments to the Agent) and distributed by the Agent in accordance with Clause 33.6 (Partial payments), without taking account of any Tax which would be imposed on the Agent in relation to the receipt or distribution.