Common use of Reinstatement; Certain Payments Clause in Contracts

Reinstatement; Certain Payments. If any claim is ever made upon any Agent, any Lender or the L/C Issuer for repayment or recovery of any amount or amounts received by such Agent, such Lender or the L/C Issuer in payment or on account of any of the Obligations, such Agent, such Lender or the L/C Issuer shall give prompt notice of such claim to each other Agent and Lender and the Administrative Borrower, and if such Agent, such Lender or the L/C Issuer repays all or part of such amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over such Agent, such Lender or the L/C Issuer or any of its property, or (ii) any good faith settlement or compromise of any such claim effected by such Agent, such Lender or the L/C Issuer with any such claimant, then and in such event each Loan Party agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it notwithstanding the cancellation of any Indebtedness hereunder or under the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to such Agent, such Lender or the L/C Issuer hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Agent, such Lender or the L/C Issuer.

Reinstatement; Certain Payments. If any claim is ever made upon any Agent, any Lender or the L/C Issuer for repayment or recovery of any amount or amounts received by such Agent, such Lender or the L/C Issuer in payment or on account of any of the Obligations, such Agent, such Lender or the L/C Issuer shall give prompt notice of such claim to each other Agent and Lender and the Administrative Borrower, and if such Agent, such Lender or the L/C Issuer repays all or part of such amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over such Agent, such Lender or the L/C Issuer or any of its property, or (ii) any good faith settlement or compromise of any such claim effected by such Agent, such Lender or the L/C Issuer with any such claimant, then and in such event each Loan Party agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it notwithstanding the cancellation of any Indebtedness hereunder or under the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to such Agent, such Lender or the L/C Issuer hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Agent, such Lender or the L/C Issuer.

Reinstatement; Certain Payments. If any claim is ever made upon any Administrative Agent, any Lender or the L/C Issuer for repayment or recovery of any amount or amounts received by such Administrative Agent, such Lender or the L/C Issuer in payment or on account of any of the Obligations, such Administrative Agent, such Lender or the L/C Issuer shall give prompt notice of such claim to each other Administrative Agent and each Lender and the Administrative Borrower, and if such Administrative Agent, such Lender or the L/C Issuer repays all or part of such amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over such Administrative Agent, such Lender or the L/C Issuer or any of its property, or (ii) any good faith settlement or compromise of any such claim effected by such Administrative Agent, such Lender or the L/C Issuer with any such claimant, then and in such event each Loan Party agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it notwithstanding the cancellation of any Indebtedness hereunder or under the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to such Administrative Agent, such Lender or the L/C Issuer hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Administrative Agent, such Lender or the L/C Issuer.

Reinstatement; Certain Payments. If any claim is ever made upon any Agentthe Lenders, any Lender or the L/C Issuer Issuers or the Agents for repayment or recovery of any amount or amounts received by such Agentthe Lenders, such Lender or the L/C Issuer Issuers or the Agents in payment or received on account of any of the Obligations, such Agentthe Lenders, such Lender or the L/C Issuer Issuers or the Agents shall give prompt notice of such claim to each other Agent and Lender and the Administrative Borrower, and if such Agentthe Lenders, such Lender or the L/C Issuer repays Issuers or the Agents repay all or part of such amount by reason of (ia) any judgment, decree or order of any court of competent jurisdiction or administrative body having jurisdiction over such Agentthe Lenders, such Lender or the L/C Issuer Issuers or the Agents or any of its their respective property, or (iib) any good faith settlement or compromise of any such claim effected compliance by such Agentthe Lenders, such Lender or the L/C Issuer Issuers or the Agents with any such claimantrequirement of a Governmental Authority having jurisdiction over the Lenders, the L/C Issuers or the Agents, then and in such event each Loan Party agrees the Credit Parties agree that (Ai) any such judgment, decree, order, settlement decree or compromise order shall be binding upon it notwithstanding the cancellation of any Indebtedness hereunder instrument evidencing the Obligations or under the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (Bii) it shall be and remain liable to such Agentthe Lenders, such Lender or the L/C Issuer Issuers or the Agents hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Agentthe Lenders, such Lender or the L/C IssuerIssuers or the Agents.

Reinstatement; Certain Payments. If any claim is ever made upon the any Agent, any Lender or the L/C Issuer for repayment or recovery of any amount or amounts received by such the Agent, such Lender or the L/C Issuer in payment or on account of any of the Obligations, such the Agent, such Lender or the L/C Issuer shall give prompt notice of such claim to each other Agent and Lender and the Administrative Borrower, and if such the Agent, such Lender or the L/C Issuer repays all or part of such amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over such the Agent, such Lender or the L/C Issuer or any of its property, or (ii) any good faith settlement or compromise of any such claim effected by such the Agent, such Lender or the L/C Issuer with any such claimant, then and in such event each Loan Party agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it notwithstanding the cancellation of any Indebtedness hereunder or under the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to such the Agent, such Lender or the L/C Issuer hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Agent, such the Lender or the L/C Issuer.

Reinstatement; Certain Payments. If any claim is ever made upon any Agent, any Lender or the L/C Issuer for repayment or recovery of any amount or amounts received by such Agent, such Lender or the L/C Issuer in payment or on account of any of the Obligations, such Agent, such Lender or the L/C Issuer shall give prompt notice of such claim to each other Agent and Lender and the Administrative Borrower, and if such Agent, such Lender or the L/C Issuer repays all or part of such amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over such Agent, such Lender or the L/C Issuer or any of its their property, or (ii) any good faith settlement or compromise of any such claim effected by such Agent, such Lender or the L/C Issuer with any such claimant, then and in such event each Loan Party agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it notwithstanding the cancellation of any Indebtedness hereunder Note or under other instrument evidencing the Obligations or the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to such Agent, such Lender or the L/C Issuer hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Agent, such Lender or the L/C Issuer.

Reinstatement; Certain Payments. If any claim is ever made upon any the Agent, any Lender the Lenders or the L/C Issuer for repayment or recovery of any amount or amounts received by such the Agent, such Lender the Lenders or the L/C Issuer in payment or on account of any of the ObligationsObligations under this Agreement, such the Agent, such Lender the Lenders or the L/C Issuer shall give prompt notice of such claim to each other Agent and Lender and the Administrative L/C Issuer, the Companies and the Borrower, and if such the Agent, such Lender the Lenders or the L/C Issuer repays all or part of such said amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over such the Agent, such Lender the Lenders or the L/C Issuer or any of its their property, or (ii) any good faith settlement or compromise of any such claim effected by such Agent, such Lender or the L/C Issuer Agent with any such claimant, then and in such event each Loan Party the Companies and the Borrower agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it the Companies and the Borrower notwithstanding the cancellation of any Indebtedness hereunder Revolving Credit Notes or other instrument evidencing the Obligations under this Agreement or the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to such the Agent, such Lender the Lenders or the L/C Issuer hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such the Agent, such Lender the Lenders or the L/C Issuer.

Reinstatement; Certain Payments. If any claim is ever made upon any Agent, any Lender or the L/C Issuer for repayment or recovery of any amount or amounts received by such Agent, such Lender or the L/C Issuer in payment or on account of any of the Obligations, such Agent, such Lender or the L/C Issuer shall give prompt notice of such claim to each other Agent and Lender Lender, the L/C Issuer and the Administrative BorrowerBorrowers’ Representative, and if such Agent, such Lender or the L/C Issuer repays all or part of such amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over such Agent, such Lender or the L/C Issuer or any of its property, or (ii) any good faith settlement or compromise of any such claim effected by such Agent, such Lender or the L/C Issuer with any such claimant, then and in such event each Loan Party agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it notwithstanding the cancellation of any Indebtedness hereunder or under the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to such Agent, such Lender or the L/C Issuer hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Agent, such Lender or the L/C Issuer.” (yy) Section 12.15(a) of the Financing Agreement is hereby amended and restated to read in its entirety as follows:

Reinstatement; Certain Payments. If any ------------------------------- claim is ever made upon any Agent, any Lender or the L/C any Issuer for repayment or recovery of any amount or amounts received by such Agent, such Lender or the L/C such Issuer in payment or on account of any of the Obligations, such Agent, such Lender or the L/C such Issuer shall give prompt notice of such claim to each other Agent and Lender and the Administrative Borrower, and if such Agent, such Lender or the L/C such Issuer repays all or part of such amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over such Agent, such Lender or the L/C such Issuer or any of its property, or (ii) any good faith settlement or compromise of any such claim effected by such Agent, such Lender or the L/C such Issuer with any such claimant, then and in such event each Loan Party agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it notwithstanding the cancellation of any Indebtedness hereunder or under the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to such Agent, such Lender or the L/C such Issuer hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Agent, such Lender or the L/C such Issuer.

Reinstatement; Certain Payments. If any claim is ever made upon any Agent, any Lender or the L/C Issuer for repayment or recovery of any amount or amounts received by such Agent, such Lender or the L/C Issuer in payment or on account of any of the Obligations, such Agent, such Lender or the L/C Issuer shall give prompt notice of such claim to each other Agent and Lender and the Administrative Borrower, and if such Agent, such Lender or the L/C Issuer repays all or part of such amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over such Agent, such Lender or the L/C Issuer or any of its property, or (ii) any good faith settlement or compromise of any such claim effected by such 127 Agent, such Lender or the L/C Issuer with any such claimant, then and in such event each Loan Party agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it notwithstanding the cancellation of any Indebtedness hereunder or under the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to such Agent, such Lender or the L/C Issuer hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Agent, such Lender or the L/C Issuer.

Reinstatement; Certain Payments. If any claim is ever made upon any the Agent, any Lender or the L/C Issuer for repayment or recovery of any amount or amounts received by such the Agent, such Lender or the L/C Issuer in payment or on account of any of the Obligations, such the Agent, such Lender or the L/C Issuer shall give prompt notice of such claim to each other Agent and Lender and the Administrative Borrower, and if such the Agent, such Lender or the L/C Issuer repays all or part of such amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over such the Agent, such Lender or the L/C Issuer or any of its property, or (ii) any good faith settlement or compromise of any such claim effected by such the Agent, such Lender or the L/C Issuer with any such claimant, then and in such event each Loan Party agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it notwithstanding the cancellation of any Indebtedness hereunder or under the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to such the Agent, such Lender or the L/C Issuer hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such the Agent, such Lender or the L/C Issuer.

Reinstatement; Certain Payments. If any claim is ever made upon any Agent, any Lender or the L/C Issuer for repayment or recovery of any amount or amounts 97 105 received by such Agent, such Lender or the L/C Issuer in payment or on account of any of the Obligations, such Agent, such Lender or the L/C Issuer shall give prompt notice of such claim to each other Agent and Lender and the Administrative Borrower, and if such Agent, such Lender or the L/C Issuer repays all or part of such amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over such Agent, such Lender or the L/C Issuer or any of its their property, or (ii) any good faith settlement or compromise of any such claim effected by such Agent, such Lender or the L/C Issuer with any such claimant, then and in such event each Loan Party agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it notwithstanding the cancellation of any Indebtedness hereunder Note or under other instrument evidencing the Obligations or the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to such Agent, such Lender or the L/C Issuer hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Agent, such Lender or the L/C Issuer.

Reinstatement; Certain Payments. If any claim is ever made upon any Agent, any Lender the Lenders or the L/C Issuer Agents (or any of them) for repayment or recovery of any amount or amounts received by such Agent, such Lender the Lenders or the L/C Issuer Agents (or any of them) in payment or received on account of any of the Obligations, such Agent, such Lender the Lenders or the L/C Issuer Agents shall give prompt notice of such claim to each other Agent and Lender and the Administrative BorrowerBorrowers, and if such Agent, Lenders or such Lender or the L/C Issuer repays Agents repay all or part of such amount by reason of (i) any judgment, decree or order of any court of competent jurisdiction or administrative body having jurisdiction over such AgentLenders, such Lender or the L/C Issuer Agents or any of its their respective property, or (ii) any good faith settlement or compromise of any such claim effected by such Agent, Lenders or such Lender or the L/C Issuer Agents with any such claimant, then and in such event each Loan Party agrees the Borrowers agree, jointly and severally, that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it notwithstanding the cancellation of any Indebtedness hereunder instrument evidencing the Obligations or under the other Loan Documents or the termination of the Commitments, this Agreement or the any other Loan DocumentsDocument, and (B) it the Borrowers shall be and remain jointly and severally liable to such Agent, such Lender the Lenders or the L/C Issuer Agents hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Agent, such Lender the Lenders or the L/C IssuerAgents (or any of them, as the case may be).

Reinstatement; Certain Payments. If any claim is ever made upon any the Agent, any Lender the Lenders or the L/C Issuer for repayment or recovery of any amount or amounts received by such the Agent, such Lender the Lenders or the L/C Issuer in payment or on account of any of the ObligationsObligations under this Agreement, such the Agent, such Lender the Lenders or the L/C Issuer shall give prompt notice of such claim to each other Agent and Lender and the L/C Issuer, the Administrative Borrower, and if such the Agent, such Lender the Lenders or the L/C Issuer repays all or part of such said amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over such the Agent, such Lender the Lenders or the L/C Issuer or any of its their property, or (ii) any good faith settlement or compromise of any such claim effected by such Agent, such Lender or the L/C Issuer Agent with any such claimant, then and in such event the Company and each Loan Party Borrower agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it the Company and the Borrowers notwithstanding the cancellation of any Indebtedness hereunder Note or other instrument evidencing the Obligations under this Agreement or the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to such the Agent, such Lender the Lenders or the L/C Issuer hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such the Agent, such Lender the Lenders or the L/C Issuer.

Reinstatement; Certain Payments. If any claim is ever made upon any Agent, any Lender or the L/C Issuer for repayment or recovery of any amount or amounts received by such Agent, such Lender or the L/C Issuer in payment or on account of any of the Obligations, such Agent, such Lender or the L/C Issuer shall give prompt notice of such claim to each other Agent and Lender and the Administrative Borrower, and if such Agent, such Lender or the L/C Issuer repays all or part of such amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over such Agent, such Lender or the L/C Issuer or any of its property, or (ii) any good faith settlement or compromise of any such claim effected by such Agent, such Lender or the L/C Issuer with any such claimant, then and in such event each Loan Party agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it notwithstanding the cancellation of any Indebtedness hereunder or under the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to such Agent, such Lender or the L/C Issuer hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Agent, such Lender or the L/C Issuer. The provisions of this Section shall survive the repayment of the Obligations and release of the Liens granted under the Loan Documents.

Reinstatement; Certain Payments. If any claim is ever made upon any Agent, any Lender or the L/C Issuer Issuing Bank for repayment or recovery of any amount or amounts received by such Agent, such Lender or the L/C Issuer Issuing Bank in payment or on account of any of the Obligations, such Agent, such Lender or the L/C Issuer Issuing Bank shall give prompt notice of such claim to each other Agent and Lender and the Administrative Borrower, and if such Agent, such Lender or the L/C Issuer Issuing Bank repays all or part of such amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over such Agent, such Lender or the L/C Issuer Issuing Bank or any of its property, or (ii) any good faith settlement or compromise of any such claim effected by such Agent, such Lender or the L/C Issuer Issuing Bank with any such claimant, then and in such event each Loan Party agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it notwithstanding the cancellation of any Indebtedness hereunder or under the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to such Agent, such Lender or the L/C Issuer Issuing Bank hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Agent, such Lender or the L/C IssuerIssuing Bank.

Reinstatement; Certain Payments. If any ------------------------------- claim is ever made upon any Agent, any Lender or the L/C Issuer for repayment or recovery of any amount or amounts received by such Agent, such Lender or the L/C Issuer in payment or on account of any of the Obligations, such Agent, such Lender or the L/C Issuer shall give prompt notice of such claim to each other Agent and Lender and the Administrative Borrower, and if such Agent, such Lender or the L/C Issuer repays all or part of such amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over such Agent, such Lender or the L/C Issuer or any of its property, or (ii) any good faith settlement or compromise of any such claim effected by such Agent, such Lender or the L/C Issuer with any such claimant, then and in such event each Loan Party agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it notwithstanding the cancellation of any Indebtedness hereunder or under the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to such Agent, such Lender or the L/C Issuer hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Agent, such Lender or the L/C Issuer.

Reinstatement; Certain Payments. If any claim is ever made upon any the Agent, any Lender the Lenders or the L/C Issuer for repayment or recovery of any amount or amounts received by such the Agent, such Lender the Lenders or the L/C Issuer in payment or on account of any of the ObligationsObligations under this Agreement, such the Agent, such Lender the Lenders or the L/C Issuer shall give prompt notice of such claim to each other Agent and Lender and the Administrative L/C Issuer, the Borrower, and if such the Agent, such Lender the Lenders or the L/C Issuer repays all or part of such said amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over such the Agent, such Lender the Lenders or the L/C Issuer or any of its their property, or (ii) any good faith settlement or compromise of any such claim effected by such Agent, such Lender or the L/C Issuer Agent with any such claimant, then and in such event each Loan Party the Borrower agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it the Borrower notwithstanding the cancellation of any Indebtedness hereunder Revolving Credit Notes or other instrument evidencing the Obligations under this Agreement or the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to such the Agent, such Lender the Lenders or the L/C Issuer hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such the Agent, such Lender the Lenders or the L/C Issuer.

Reinstatement; Certain Payments. If any claim is ever made upon any Agent, any Lender or the L/C Issuer for repayment or recovery of any amount or amounts received by such Agent, such Lender or the L/C Issuer in payment or on account of any of the Obligations, such Agent, such Lender or the L/C Issuer shall give prompt notice of such claim to each other Agent and Lender and the Administrative Borrower, and if such Agent, such Lender or the L/C Issuer repays all or part of such amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over such Agent, such Lender or the L/C Issuer or any of its property, or (ii) any good faith settlement or compromise of any such claim effected by such Agent, such Lender or the L/C Issuer with any such claimant, then and in such event each Loan Party agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it notwithstanding the cancellation of any Indebtedness hereunder or under the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to such Agent, such Lender or the L/C Issuer hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Agent, such Lender or the L/C Issuer.

Reinstatement; Certain Payments. If any claim is ever made upon any Agent, any Lender or the L/C Issuer Issuing Bank for repayment or recovery of any amount or amounts received by such Agent, such Lender or the L/C Issuer Issuing Bank in payment or on account of any of the Obligations, such Agent, such Lender or the L/C Issuer Issuing Bank shall give prompt notice of such claim to each other Agent and Lender and the Administrative Borrower, and if such Agent, such Lender or the L/C Issuer Issuing Bank repays all or part of such amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over such Agent, such Lender or the L/C Issuer Issuing Bank or any of its property, or (ii) any good faith settlement or compromise of any such claim effected by such Agent, such Lender or the L/C Issuer Issuing Bank with any such claimant, then and in such event each Loan Party agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it notwithstanding the cancellation of any Indebtedness hereunder or under the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to such Agent, such Lender or the L/C Issuer Issuing Bank hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Agent, such Lender or the L/C IssuerIssuing Bank.

Reinstatement; Certain Payments. If any claim is ever made upon any Agent, any Senior Lender or the L/C Issuer for repayment or recovery of any amount or amounts received by such Agent, such Senior Lender or the L/C Issuer in payment or on account of any of the Obligations, such Agent, such Senior Lender or the L/C Issuer shall give prompt notice of such claim to each other Agent and Lender and the Administrative Borrower, and if such Agent, such Senior Lender or the L/C Issuer repays all or part of such amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over such Agent, such Senior Lender or the L/C Issuer or any of its property, or (ii) any good faith settlement or compromise of any such claim effected by such Agent, such Senior Lender or the L/C Issuer with any such claimant, then and in such event each Loan Party agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it notwithstanding the cancellation of any Indebtedness hereunder or under the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to such Agent, such Senior Lender or the L/C Issuer hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Agent, such Senior Lender or the L/C Issuer.

Reinstatement; Certain Payments. If any claim is ever made upon any the Agent, any Lender or the L/C Issuer for repayment or recovery of any amount or amounts received by such the Agent, such Lender or the L/C Issuer in payment or on account of any of the Obligations, such the Agent, such Lender or the L/C Issuer shall give prompt notice of such claim to each other Agent and Lender and the Administrative Borrower, and if such the Agent, such Lender or the L/C Issuer repays all or part of such amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over such the Agent, such Lender or the L/C Issuer or any of its property, or (ii) any good faith settlement or compromise of any such claim effected by such the Agent, such Lender or the L/C Issuer with any such claimant, then and in such event each Loan Party agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it notwithstanding the cancellation of any Indebtedness hereunder or under the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to such the Agent, such Lender or the L/C Issuer hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such the Agent, such Lender or the L/C Issuer.. 101

Reinstatement; Certain Payments. If any claim is ever made upon any Agent, any Lender or the L/C Issuer Issuing Lender for repayment or recovery of any amount or amounts received by such Agent, such Lender or the L/C Issuer Issuing Lender in payment or on account of any of the Obligations, such Agent, such Lender or the L/C Issuer Issuing Lender shall give prompt notice of such claim to each other Agent and Lender and the Administrative Borrower, and if such Agent, such Lender or the L/C Issuer Issuing Lender repays all or part of such amount by reason of (i) any judgment, decree or order of any court or administrative body having jurisdiction over such Agent, such Lender or the L/C Issuer Issuing Lender or any of its their property, or (ii) any good faith settlement or compromise of any such claim effected by such Agent, such Lender or the L/C Issuer Issuing Lender with any such claimant, then and in such event each Loan Party agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it notwithstanding the cancellation of any Indebtedness hereunder Note or under other instrument evidencing the Obligations or the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to such Agent, such Lender or the L/C Issuer Issuing Lender hereunder for the amount so repaid or recovered to the same extent as 90 97 if such amount had never originally been received by such Agent, such Lender or the L/C IssuerIssuing Lender.

Reinstatement; Certain Payments. If any claim is ever made upon any Agent, any Lender or the L/C Issuer for repayment or recovery of any amount or amounts received by such Agent, such Lender or the L/C Issuer in payment or on account of any of the Obligations, such Agent, such Lender or the L/C Issuer shall give prompt notice of such claim to each other Agent and Lender and the Administrative BorrowerParent, and if such Agent, such Lender or the L/C Issuer repays all or part of such amount by reason of (i) any judgment, decree or order of any court or administrative Administrative body having jurisdiction over such Agent, such Lender or the L/C Issuer or any of its their property, or (ii) any good faith settlement or compromise of any such claim effected by such Agent, such Lender or the L/C Issuer with any such claimant, then and in such event each Loan Party agrees that (A) any such judgment, decree, order, settlement or compromise shall be binding upon it notwithstanding the cancellation of any Indebtedness hereunder Note or under other instrument evidencing the Obligations or the other Loan Documents or the termination of this Agreement or the other Loan Documents, and (B) it shall be and remain liable to such Agent, such Lender or the L/C Issuer hereunder for the amount so repaid or recovered to the same extent as if such amount had never originally been received by such Agent, such Lender or the L/C Issuer.