Common use of The Lower Saxony Guarantee Agent shall Clause in Contracts

The Lower Saxony Guarantee Agent shall. (a) promptly inform the Lenders of the contents of any notice or request received by it from the German State of Lower Saxony under a Lower Saxony Guarantee (whether such notice or request is addressed to the Lower Saxony Guarantee Agent alone or the Lower Saxony Guarantee Agent on behalf of the Lenders) and of any other matters which the Lower Saxony Guarantee Agent considers material; (b) promptly inform the Lenders in reasonable detail of any exercise by it of any of the rights, powers and/or discretions vested in it hereunder (but without the Lower Saxony Guarantee Agent being under any obligation to give prior notice to the Lenders of any such exercise); (c) promptly notify the Lenders of the occurrence of any Event of Default or any other default by the Borrower in the due performance of or compliance with its material obligations under a Lower Saxony Guarantee of which the Lower Saxony Guarantee Agent has actual knowledge or actual notice and the occurrence of which the Lower Saxony Guarantee Agent has verified; (d) if directed by the Majority Lenders, exercise (or refrain from exercising) any right, power or discretion vested in it hereunder in accordance with the directions (subject to Clause 20.2.1) of the Majority Lenders provided, however, that it may refrain from acting in accordance with any such directions until it has received such security as it may require (whether by way of payment in advance or otherwise) for all costs, claims, expenses (including legal fees) and liabilities which it will or may expend or incur in complying with such directions and for this purpose the Lower Saxony Guarantee Agent shall make a demand for such security addressed to all the Lenders; (e) receive from the Borrower the Lower Saxony guarantee fee and shall promptly on-pay the same to the German State of Lower Saxony in accordance with the terms of this Agreement and the Lower Saxony Guarantees pending which the Lower Saxony Guarantee Agent shall hold any and all such moneys on trust for the German State of Lower Saxony; and (f) receive from the German State of Lower Saxony all payments expressed to be payable under a Lower Saxony Guarantee on behalf of all or any of the Lenders and the Agent and shall promptly pay the same to the Agent who shall distribute the same amongst the Lenders, the Lower Saxony Guarantee Agent and itself in accordance with the terms of this Agreement pending which the Lower Saxony Guarantee Agent and the Agent in turn shall hold any and all such moneys on trust for the Lenders, the Agent or the Lower Saxony Guarantee Agent (as the case may be) and itself.