Common use of Reimbursement to the Guarantor Clause in Contracts

Reimbursement to the Guarantor. (a) The Guarantor hereby confirms that the Lender’s claims (filed directly by the Lender or through the Credit Agent) under the Loan Agreement shall take precedence over the Guarantor’s claims with respect to the Reimbursement for the Amounts Paid under the Guarantee. (b) The Guarantor hereby undertakes: (i) not to file any claims against the Borrower for the Reimbursement for the Amounts Paid under the Guarantee until the Secured Obligations are fully repaid; (ii) until the Secured Obligations are fully repaid, to refrain from assignment or any other transfer of its claims of the Reimbursement for the Amounts Paid under the Guarantee, and from encumbrance of such claims in favor of third parties (excluding the Credit Agent and (or) the Lenders in connection with the Loan Agreement), without the prior written consent of the Credit Agent acting under the provisions of the Loan Agreement; and (iii) without prejudice to the other provisions of this Agreement, if the Guarantor receives the Reimbursement for the Amounts Paid under the Guarantee in violation of the terms or conditions of this Agreement, to immediately transfer the amount received by the Guarantor as a result of the Reimbursement for the Amounts Paid under the Guarantee to the Credit Agent’s Account. (c) In accordance with the provisions of Article 309.1 paragraph 2 of the Civil Code, after the Guarantor’s transfer of an amount received by the Guarantor as a result of the Reimbursement for the Amounts Paid under the Guarantee to the Credit Agent’s Account, the Lenders’ claim to the Borrower in the relevant part passes to the Guarantor. The Guarantor that has transferred such amount to the Credit Agent’s Account may file such claim to the Borrower only after the Secured Obligations are fully repaid. (d) Until the Secured Obligations are fully repaid, the Borrower undertakes to refrain from the Reimbursement for the Amounts Paid under the Guarantee, without the prior written consent of the Credit Agent acting pursuant to a resolution of the Qualified Majority of the Lenders.

Reimbursement to the Guarantor. (a) The Guarantor hereby confirms that the a Lender’s claims (filed directly brought by the Lender directly or through the Credit AgentFacility Manager) under the Loan Facility Agreement shall take precedence have priority over the Guarantor’s claims with in respect to of the Reimbursement for the of Amounts Paid under the Guarantee. (b) The Guarantor hereby undertakes: (i) not to file any bring claims against the Borrower for the Reimbursement for the of Amounts Paid under the Guarantee against the Borrowers until the Secured Obligations are have been fully repaiddischarged; (ii) until the Secured Obligations are have been fully repaiddischarged, to refrain from assignment assigning or any other transfer of otherwise transferring its claims of regarding the Reimbursement for the of Amounts Paid under the Guarantee, and from encumbrance of Guarantee or encumbering such claims in favor favour of third parties (excluding other than the Credit Agent and (or) the Facility Manager and/or Lenders in connection with the Loan Facility Agreement), without the a prior written consent of the Credit Agent Facility Manager acting under in accordance with the provisions of the Loan this Agreement; and (iii) without prejudice to the other provisions of this Agreement, if in the event that the Guarantor receives the Reimbursement for the of Amounts Paid under the Guarantee in violation breach of the terms or and conditions of this Agreementhereof, to immediately transfer the amount received by the Guarantor as a result of the Reimbursement for the of Amounts Paid under the Guarantee to the Credit AgentFacility Manager’s Account. (c) In accordance with Pursuant to the provisions of Article 309.1 paragraph section 2 in article 3091 of the Civil CodeCode of the Russian Federation, after the Guarantor’s transfer of an amount received by the Guarantor as a result of the Reimbursement for the of Amounts Paid under the Guarantee has been transferred by the Guarantor to the Credit AgentFacility Manager’s Account, Account the Lenders’ claim against the Borrowers shall pass to the Borrower Guarantor in the relevant part passes to corresponding part. That being said, the Guarantor. The Guarantor that who has transferred such amount to the Credit AgentFacility Manager’s Account may file shall be entitled to bring such claim to against the Borrower only Borrowers after the Secured Obligations are fully repaidhave been discharged in full only. (d) Until full discharge of the Secured Obligations are fully repaidObligations, the Borrower undertakes to Borrowers shall refrain from making the Reimbursement for the of Amounts Paid under the Guarantee, Guarantee without the a prior written consent of the Credit Agent Facility Manager acting pursuant to based on a resolution of the Qualified Majority of the Lenders.