Common use of Security Trustee’s management time Clause in Contracts

Security Trustee’s management time. (a) Any amount payable to the Security Trustee under Section 16.12 (Lenders’ indemnity to the Security Trustee), Section 16.37 (Indemnity to the Security Trustee) and Section 18.9 (Indemnification) shall include the cost of utilizing the Security Trustee’s management time or other resources and will be calculated on the basis of such reasonable daily or hourly rates as the Security Trustee may notify to the Borrower and the other Finance Parties and is in addition to any fee paid or payable to the Security Trustee under Section 14 (Fees). (b) Without prejudice to paragraph (a) above, in the event of: (i) a Default; (ii) the Security Trustee being requested by a Transaction Obligor or the Majority Lenders to undertake duties which the Security Trustee determines to be of an exceptional nature or outside the scope of the normal duties of the Security Trustee under the Loan Documents; or (iii) the Security Trustee and the Borrower agreeing that it is otherwise appropriate in the circumstances, the Borrower shall pay to the Security Trustee any additional remuneration that may be agreed between them or determined pursuant to paragraph (c) below. (c) If the Security Trustee and the Borrower fail to agree upon the nature of the duties, or upon the additional remuneration referred to in paragraph (b) above or whether additional remuneration is appropriate in the circumstances, any dispute shall be determined by an investment bank (acting as an expert and not as an arbitrator) selected by the Security Trustee and approved by the Borrower.