THE SAME MEANING GIVEN TO THE TERM IN CLAUSE 11.1 (DEFINITIONS).
13.
OTHER INDEMNITIES
13.1
CURRENCY INDEMNITY
13.1.1
IF ANY SUM DUE FROM THE BORROWER UNDER THE FINANCE
DOCUMENTS (A "SUM"), OR ANY ORDER, JUDGMENT OR AWARD GIVEN OR MADE IN RELATION
TO A SUM, HAS TO BE CONVERTED FROM THE CURRENCY (THE "FIRST CURRENCY") IN WHICH
THAT SUM IS PAYABLE INTO ANOTHER CURRENCY (THE "SECOND CURRENCY") FOR THE
PURPOSE OF:
(A)
MAKING OR FILING A CLAIM OR PROOF AGAINST THE BORROWER;
(B)
OBTAINING OR ENFORCING AN ORDER, JUDGMENT OR AWARD IN
RELATION TO ANY LITIGATION OR ARBITRATION PROCEEDINGS,
the Borrower shall as an independent obligation, within three Business Days of
demand, indemnify the Lender against any cost, loss or liability arising out of
or as a result of the conversion including any discrepancy between (i) the rate
of exchange used to convert that Sum from the First Currency into the Second
Currency and (ii) the rate or rates of exchange available to that person at the
time of its receipt of that Sum.
15
13.1.2
THE BORROWER WAIVES ANY RIGHT IT MAY HAVE IN ANY
JURISDICTION TO PAY ANY AMOUNT UNDER THE FINANCE DOCUMENTS IN A CURRENCY OR
CURRENCY UNIT OTHER THAN THAT IN WHICH IT IS EXPRESSED TO BE PAYABLE.
13.2
OTHER INDEMNITIES
13.2.1
THE BORROWER SHALL, WITHIN THREE BUSINESS DAYS OF
DEMAND, INDEMNIFY THE LENDER AGAINST ANY COST, LOSS OR LIABILITY INCURRED BY THE
LENDER AS A RESULT OF:
(A)
THE OCCURRENCE OF ANY EVENT OF DEFAULT;
(B)
A FAILURE BY THE BORROWER TO PAY ANY AMOUNT DUE UNDER A
FINANCE DOCUMENT ON ITS DUE DATE;
(C)
FUNDING, OR MAKING ARRANGEMENTS TO FUND, A LOAN
REQUESTED BY THE BORROWER IN A UTILISATION REQUEST BUT NOT MADE BY REASON OF THE
OPERATION OF ANY ONE OR MORE OF THE PROVISIONS OF THIS AGREEMENT (OTHER THAN BY
REASON OF DEFAULT OR NEGLIGENCE BY THE LENDER); OR
(D)
A LOAN (OR PART OF A LOAN) NOT BEING PREPAID IN
ACCORDANCE WITH A NOTICE OF PREPAYMENT GIVEN BY THE BORROWER.
13.2.2
THE BORROWER SHALL PROMPTLY INDEMNIFY THE LENDER AGAINST
ANY COST, LOSS OR LIABILITY INCURRED BY THE LENDER (ACTING REASONABLY) AS A
RESULT OF:
(A)
INVESTIGATING ANY EVENT WHICH IT REASONABLY BELIEVES IS A
DEFAULT; OR
(B)
ACTING OR RELYING ON ANY NOTICE, REQUEST OR INSTRUCTION
WHICH IT REASONABLY BELIEVES TO BE GENUINE, CORRECT AND APPROPRIATELY
AUTHORISED.
14.
MITIGATION BY THE LENDER
14.1
MITIGATION
14.1.1
THE LENDER SHALL, IN CONSULTATION WITH THE BORROWER,
TAKE ALL REASONABLE STEPS TO MITIGATE ANY CIRCUMSTANCES WHICH ARISE AND WHICH
WOULD RESULT IN ANY AMOUNT BECOMING PAYABLE UNDER OR PURSUANT TO, OR CANCELLED
PURSUANT TO, ANY OF CLAUSE 7.1 (ILLEGALITY), CLAUSE 11 (TAX GROSS-UP AND
INDEMNITIES), CLAUSE 12 (INCREASED COSTS) OR PARAGRAPH 3 OF SCHEDULE 3
(MANDATORY COST FORMULAE) INCLUDING (BUT NOT LIMITED TO) TRANSFERRING ITS RIGHTS
AND OBLIGATIONS UNDER THE FINANCE DOCUMENTS TO ANOTHER AFFILIATE OR FACILITY
OFFICE.
14.1.2
SUB-CLAUSE 14.1.1 ABOVE DOES NOT IN ANY WAY LIMIT THE
OBLIGATIONS OF THE BORROWER UNDER