Common use of Termination Payments, Indemnities Clause in Contracts

Termination Payments, Indemnities. and Tax Credits received in respect of the Swap Agreements, premiums received in respect of replacement Swap Agreements. (1) Notwithstanding anything else in this Article 6: (a) if the Partnership receives any termination payment from a Swap Provider in respect of a Swap Agreement, such termination payment will first be used, to the extent necessary (prior to service of a Guarantor LP Acceleration Notice) to pay a replacement Swap Provider to enter into a replacement Swap Agreement with the Partnership, unless a replacement Swap Agreement has already been entered into on behalf of the Partnership. If the Partnership receives any premium from a replacement Swap Provider in respect of a replacement Swap Agreement, such premium will first be used to make any termination payment due and payable by the Partnership with respect to the previous Swap Agreement, unless such termination payment has already been made on behalf of the Partnership; (b) if the Partnership is required under the terms of any relevant Swap Agreement to make a payment to a Swap Provider in consequence of the receipt by a Partner of a credit in respect of any taxation (a “Relevant Tax Payment”), then such Partner shall pay to the Partnership an amount equal to the Relevant Tax Payment on the date on which such Relevant Tax Payment is due to be made by the Partnership under the terms of such Swap Agreement; (c) if the Swap Provider breaches certain tax representations in the relevant Swap Agreement and a Partner of the Partnership suffers loss, the Partnership may receive payment of indemnity amounts from the Swap Provider on the affected Partner's behalf. The Partnership shall account to the relevant Partner for such amounts and shall pay amounts upon receipt to the relevant Partner. For the avoidance of doubt, amounts received by the Partnership, in accordance with this Section 6.3(1)(c) shall not be funds of the Partnership and will not be construed to be amounts received in respect of Available Revenue Receipts or Available Principal Receipts; and (d) any amounts received in the circumstances described in this Section 6.3 other than pursuant to Section 6.3(1)(c) which are not applied to pay a replacement Swap Provider to enter into a replacement Swap Agreement will be credited to the Revenue Ledger and applied as Available Revenue Receipts in accordance with this Article 6 on the next succeeding Guarantor LP Payment Date.

Termination Payments, Indemnities. and Tax Credits received in respect of the Swap Agreements, premiums received in respect of replacement Swap Agreements. (1) Notwithstanding anything else in this Article 6: (a) if the Partnership receives any termination payment from a Swap Provider in respect of a Swap Agreement, such termination payment will first be used, to the extent necessary (prior to service of a Guarantor LP Acceleration Notice) to pay a replacement Swap Provider to enter into a replacement Swap Agreement with the Partnership, unless a replacement Swap Agreement has already been entered into on behalf of the Partnership. If the Partnership receives any premium from a replacement Swap Provider in respect of a replacement Swap Agreement, such premium will first be used to make any termination payment due and payable by the Partnership with respect to the previous Swap Agreement, unless such termination payment has already been made on behalf of the Partnership; (b) if the Partnership is required under the terms of any relevant Swap Agreement to make a payment to a Swap Provider in consequence of the receipt by a Partner of a credit in respect of any taxation (a “Relevant Tax Payment”), then such Partner shall pay to the Partnership an amount equal to the Relevant Tax Payment on the date on which such Relevant Tax Payment is due to be made by the Partnership under the terms of such Swap Agreement; (c) if the Swap Provider breaches certain tax representations in the relevant Swap Agreement and a Partner of the Partnership suffers loss, the Partnership may receive payment of indemnity amounts from the Swap Provider on the affected Partner's behalf. The Partnership shall account to the relevant Partner for such amounts and shall pay amounts upon receipt to the relevant Partner. For the avoidance of doubt, amounts received by the Partnership, in accordance with this Section 6.3(1)(c6.3(1)(b) shall not be funds of the Partnership and will not be construed to be amounts received in respect of Available Revenue Receipts or Available Principal Receipts; and (dc) any amounts received in the circumstances described in this Section 6.3 other than pursuant to Section 6.3(1)(c6.3(1)(b) which are not applied to pay a replacement Swap Provider to enter into a replacement Swap Agreement will be credited to the Revenue Ledger and applied as Available Revenue Receipts in accordance with this Article 6 on the next succeeding Guarantor LP Payment Date.

Termination Payments, Indemnities. and Tax Credits received in respect of the Swap Agreements, premiums received in respect of replacement Swap Agreements. (1) Notwithstanding anything else in this Article 6: (a) if the Partnership receives any termination payment from a Swap Provider in respect of a Swap Agreement, such termination payment will first be used, to the extent necessary (prior to service of a Guarantor LP Acceleration Notice) to pay a replacement Swap Provider to enter into a replacement Swap Agreement with the Partnership, unless a replacement Swap Agreement has already been entered into on behalf of the Partnership. If the Partnership receives any premium from a replacement Swap Provider in respect of a replacement Swap Agreement, such premium will first be used to make any termination payment due and payable by the Partnership with respect to the previous Swap Agreement, unless such termination payment has already been made on behalf of the Partnership; (b) if the Partnership is required under the terms of any relevant Swap Agreement to make a payment to a Swap Provider in consequence of the receipt by a Partner of a credit in respect of any taxation (a “Relevant Tax Payment”), then such Partner shall pay to the Partnership an amount equal to the Relevant Tax Payment on the date on which such Relevant Tax Payment is due to be made by the Partnership under the terms of such Swap Agreement; (c) if the Swap Provider breaches certain tax representations in the relevant Swap Agreement and a Partner of the Partnership suffers lossa loss as a result thereof, the Partnership may receive payment of indemnity amounts from the Swap Provider on the affected Partner's behalf, provided that the Partnership shall have first been fully reimbursed from any such indemnity amounts if it has also suffered a loss as a result of such breach. The Partnership shall account to the relevant Partner for such amounts and shall pay such amounts upon receipt to the relevant Partner. For the avoidance of doubt, indemnity amounts received by the Partnership, Partnership on behalf of an affected Partner in accordance with this Section 6.3(1)(c6.3(1)(b) shall not be funds of the Partnership and will not be construed to be amounts received in respect of Available Revenue Receipts or Available Principal Receipts; and (dc) any amounts received in the circumstances described in this Section 6.3 other than pursuant to Section 6.3(1)(c6.3(1)(b) which are not applied to pay a replacement Swap Provider to enter into a replacement Swap Agreement will be credited to the Revenue Ledger and applied as Available Revenue Receipts in accordance with this Article 6 on the next succeeding Guarantor LP Payment Date.

Termination Payments, Indemnities. and Tax Credits received in respect of the Swap Agreements, premiums received in respect of replacement Swap Agreements. (1) Notwithstanding anything else in this Article 6: (a) if the Partnership receives any termination payment from a Swap Provider in respect of a Swap Agreement, such termination payment will first be used, to the extent necessary (prior to service of a Guarantor LP Acceleration Notice) to pay a replacement Swap Provider to enter into a replacement Swap Agreement with the Partnership, unless a replacement Swap Agreement has already been entered into on behalf of the Partnership. If the Partnership receives any premium from a replacement Swap Provider in respect of a replacement Swap Agreement, such premium will first be used to make any termination payment due and payable by the Partnership with respect to the previous Swap Agreement, unless such termination payment has already been made on behalf of the Partnership; (b) if the Partnership is required under the terms of any relevant Swap Agreement to make a payment to a Swap Provider in consequence of the receipt by a Partner of a credit in respect of any taxation (a “Relevant Tax Payment”), then such Partner shall pay to the Partnership an amount equal to the Relevant Tax Payment on the date on which such Relevant Tax Payment is due to be made by the Partnership under the terms of such Swap Agreement; (c) if the Swap Provider breaches certain tax representations in the relevant Swap Agreement and a Partner of the Partnership suffers loss, the Partnership may receive payment of indemnity amounts from the Swap Provider on the affected Partner's behalfbehalf , provided that the Partnership shall have first been fully reimbursed from any such indemnity amounts if it has also suffered a loss as a result of such breach. The Partnership shall account to the relevant Partner for such amounts and shall pay such amounts upon receipt to the relevant Partner. For the avoidance of doubt, indemnity amounts received by the PartnershipPartnership on behalf of an affected Partner, in accordance with this Section 6.3(1)(c6.3(1)(b) shall not be funds of the Partnership and will not be construed to be amounts received in respect of Available Revenue Receipts or Available Principal Receipts; and (dc) any amounts received in the circumstances described in this Section 6.3 other than pursuant to Section 6.3(1)(c6.3(1)(b) which are not applied to pay a replacement Swap Provider to enter into a replacement Swap Agreement will be credited to the Revenue Ledger and applied as Available Revenue Receipts in accordance with this Article 6 on the next succeeding Guarantor LP Payment Date.

Termination Payments, Indemnities. and Tax Credits received in respect of the Swap Agreements, premiums received in respect of replacement Swap Agreements.Agreements.‌ (1) Notwithstanding anything else in this Article 6: (a) if the Partnership receives any termination payment from a Swap Provider in respect of a Swap Agreement, such termination payment will first be used, to the extent necessary (prior to service of a Guarantor LP Acceleration Notice) to pay a replacement Swap Provider to enter into a replacement Swap Agreement with the Partnership, unless a replacement Swap Agreement has already been entered into on behalf of the Partnership. If the Partnership receives any premium from a replacement Swap Provider in respect of a replacement Swap Agreement, such premium will first be used to make any termination payment due and payable by the Partnership with respect to the previous Swap Agreement, unless such termination payment has already been made on behalf of the Partnership; (b) if the Partnership is required under the terms of any relevant Swap Agreement to make a payment to a Swap Provider in consequence of the receipt by a Partner of a credit in respect of any taxation (a “Relevant Tax Payment”), then such Partner shall pay to the Partnership an amount equal to the Relevant Tax Payment on the date on which such Relevant Tax Payment is due to be made by the Partnership under the terms of such Swap Agreement; (c) if the Swap Provider breaches certain tax representations in the relevant Swap Agreement and a Partner of the Partnership suffers loss, the Partnership may receive payment of indemnity amounts from the Swap Provider on the affected Partner's ’s behalf, provided that the Partnership shall have first been fully reimbursed from any such indemnity amounts if it has also suffered a loss as a result of such breach. The Partnership shall account to the relevant Partner for such amounts and shall pay such amounts upon receipt to the relevant Partner. For the avoidance of doubt, indemnity amounts received by the PartnershipPartnership on behalf of an affected Partner, in accordance with this Section 6.3(1)(c6.3(1)(b) shall not be funds of the Partnership and will not be construed to be amounts received in respect of Available Revenue Receipts or Available Principal Receipts; andand‌ (dc) any amounts received in the circumstances described in this Section 6.3 other than pursuant to Section 6.3(1)(c6.3(1)(b) which are not applied to pay a replacement Swap Provider to enter into a replacement Swap Agreement will be credited to the Revenue Ledger and applied as Available Revenue Receipts in accordance with this Article 6 on the next succeeding Guarantor LP Payment Date.

Termination Payments, Indemnities. and Tax Credits received in respect of the Swap Agreements, premiums received in respect of replacement Swap Agreements. (1) Notwithstanding anything else in this Article 6: (a) if the Partnership receives any termination payment from a Swap Provider in respect of a Swap Agreement, such termination payment will first be used, to the extent necessary (prior to service of a Guarantor LP Acceleration Notice) to pay a replacement Swap Provider to enter into a replacement Swap Agreement with the Partnership, unless a replacement Swap Agreement has already been entered into on behalf of the Partnership. If the Partnership receives any premium from a replacement Swap Provider in respect of a replacement Swap Agreement, such premium will first be used to make any termination payment due and payable by the Partnership with respect to the previous Swap Agreement, unless such termination payment has already been made on behalf of the Partnership; (b) if the Partnership is required under the terms of any relevant Swap Agreement to make a payment to a Swap Provider in consequence of the receipt by a Partner of a credit in respect of any taxation (a “Relevant Tax Payment”), then such Partner shall pay to the Partnership an amount equal to the Relevant Tax Payment on the date on which such Relevant Tax Payment is due to be made by the Partnership under the terms of such Swap Agreement; (c) if the Swap Provider breaches certain tax representations in the relevant Swap Agreement and a Partner of the Partnership suffers loss, the Partnership may receive payment of indemnity amounts from the Swap Provider on the affected Partner's behalf’s behalf provided that the Partnership shall have first been fully reimbursed from any such indemnity amounts if it has also suffered a loss as a result of such breach. The Partnership shall account to the relevant Partner for such amounts and shall pay such amounts upon receipt to the relevant Partner. For the avoidance of doubt, indemnity amounts received by the PartnershipPartnership on behalf of the affected Partner, in accordance with this Section 6.3(1)(c6.3(b) shall not be funds of the Partnership and will not be construed to be amounts received in respect of Available Revenue Receipts or Available Principal Receipts; and (dc) any amounts received in the circumstances described in this Section 6.3 other than pursuant to Section 6.3(1)(c6.3(b) which are not applied to pay a replacement Swap Provider to enter into a replacement Swap Agreement will be credited to the Revenue Ledger and applied as Available Revenue Receipts in accordance with this Article 6 on the next succeeding Guarantor LP Payment Date.

Termination Payments, Indemnities. and Tax Credits received in respect of the Swap Agreements, premiums received in respect of replacement Swap Agreements. (1) Notwithstanding anything else in this Article 6: (a) if the Partnership receives any termination payment from a Swap Provider in respect of a Swap Agreement, such termination payment will first be used, to the extent necessary (prior to service of a Guarantor LP Acceleration Notice) to pay a replacement Swap Provider to enter into a replacement Swap Agreement with the Partnership, unless a replacement Swap Agreement has already been entered into on behalf of the Partnership. If the Partnership receives any premium from a replacement Swap Provider in respect of a replacement Swap Agreement, such premium will first be used to make any termination payment due and payable by the Partnership with respect to the previous Swap Agreement, unless such termination payment has already been made on behalf of the Partnership; (b) if the Partnership is required under the terms of any relevant Swap Agreement to make a payment to a Swap Provider in consequence of the receipt by a Partner of a credit in respect of any taxation (a “Relevant Tax Payment”), then such Partner shall pay to the Partnership an amount equal to the Relevant Tax Payment on the date on which such Relevant Tax Payment is due to be made by the Partnership under the terms of such Swap Agreement; (c) if the Swap Provider breaches certain tax representations in the relevant Swap Agreement and a Partner of the Partnership suffers loss, the Partnership may receive payment of indemnity amounts from the Swap Provider on the affected Partner's ’s behalf, provided that the Partnership shall have first been fully reimbursed from any such indemnity amounts if it has also suffered a loss as a result of such breach. The Partnership shall account to the relevant Partner for such amounts and shall pay such amounts upon receipt to the relevant Partner. For the avoidance of doubt, indemnity amounts received by the PartnershipPartnership on behalf of an affected Partner, in accordance with this Section 6.3(1)(c6.3(1)(b) shall not be funds of the Partnership and will not be construed to be amounts received in respect of Available Revenue Receipts or Available Principal Receipts; and (dc) any amounts received in the circumstances described in this Section 6.3 other than pursuant to Section 6.3(1)(c6.3(1)(b) which are not applied to pay a replacement Swap Provider to enter into a replacement Swap Agreement will be credited to the Revenue Ledger and applied as Available Revenue Receipts in accordance with this Article 6 on the next succeeding Guarantor LP Payment Date.

Termination Payments, Indemnities. and Tax Credits received in respect of the Swap Agreements, premiums received in respect of replacement Swap Agreements. (1) Notwithstanding anything else in this Article 6: (a) if the Partnership receives any termination payment from a Swap Provider in respect of a Swap Agreement, such termination payment will first be used, to the extent necessary (prior to service of a Guarantor LP Acceleration Notice) to pay a replacement Swap Provider to enter into a replacement Swap Agreement with the Partnership, unless a replacement Swap Agreement has already been entered into on behalf of the Partnership. If the Partnership receives any premium from a replacement Swap Provider in respect of a replacement Swap Agreement, such premium will first be used to make any termination payment due and payable by the Partnership with respect to the previous Swap Agreement, unless such termination payment has already been made on behalf of the Partnership; (b) if the Partnership is required under the terms of any relevant Swap Agreement to make a payment to a Swap Provider in consequence of the receipt by a Partner of a credit in respect of any taxation (a “Relevant Tax Payment”), then such Partner shall pay to the Partnership an amount equal to the Relevant Tax Payment on the date on which such Relevant Tax Payment is due to be made by the Partnership under the terms of such Swap Agreement; (c) if the Swap Provider breaches certain tax representations in the relevant Swap Agreement and a Partner of the Partnership suffers loss, the Partnership may receive payment of indemnity amounts from the Swap Provider on the affected Partner's behalf, provided that the Partnership shall have first been fully reimbursed from any such indemnity amounts if it has also suffered a loss as a result of such breach. The Partnership shall account to the relevant Partner for such amounts and shall pay such amounts upon receipt to the relevant Partner. For the avoidance of doubt, indemnity amounts received by the PartnershipPartnership on behalf of an affected Partner, in accordance with this Section 6.3(1)(c6.3(1)(b) shall not be funds of the Partnership and will not be construed to be amounts received in respect of Available Revenue Receipts or Available Principal Receipts; and (dc) any amounts received in the circumstances described in this Section 6.3 other than pursuant to Section 6.3(1)(c6.3(1)(b) which are not applied to pay a replacement Swap Provider to enter into a replacement Swap Agreement will be credited to the Revenue Ledger and applied as Available Revenue Receipts in accordance with this Article 6 on the next succeeding Guarantor LP Payment Date.