Zakon o potvrđivanju Garancije između Republike Srbije koju zastupa Vlada Republike Srbije postupajući preko Ministarstva finansija, kao Garanta i Deutsche Bank AD Španija, kao Vodećeg mandatnog aranžera i Deutsche Bank AG kao Prvobitnog zajmodavca i Deutsche Bank AG, kao agenta koja se odnosi na Ugovor o kreditnom aranžmanu u iznosu do 263.874.992,80 evra uz podršku CESCE
Status propisa
Na snazi
Prikazana Verzija
Nema dostupnih verzija
Opšte Informacije
Donosilac
Narodna skupština Republike Srbije
Član 4. Zakon o potvrđivanju Garancije između Republike Srbije koju zastupa Vlada Republike Srbije postupajući preko Ministarstva finansija, kao Garanta i Deutsche Bank AD Španija, kao Vodećeg mandatnog aranžera i Deutsche Bank AG kao Prvobitnog zajmodavca i Deutsche Bank AG, kao agenta koja se odnosi na Ugovor o kreditnom aranžmanu u iznosu do 263.874.992,80 evra uz podršku CESCE – Finance Parties' protections
The obligations of the Guarantor under this Guarantee shall not be affected by an act, omission, matter or thing which, but for this clause, would reduce, release or prejudice any of those obligations (and whether or not known to the Guarantor or any Finance Party) including:
a)
any time, consent or waiver given to, or composition made with, the Borrower or any other person;
b)
the release of the Borrower or any other person under the terms of any composition or arrangement with any creditor of the Borrower;
c)
any amendment, novation, supplement, extension (whether of maturity or otherwise) or restatement (in each case, however fundamental and of whatsoever nature) to or replacement of, any Finance Document or any other agreement, instrument or security (however fundamental);
d)
any postponement, discharge, reduction, non-provability or other similar circumstance affecting any obligation of the Borrower under the Finance Documents resulting from any insolvency, liquidation or dissolution proceedings or from any law, regulation or order so that each such obligation shall for the purposes of the Guarantor's obligations under this Guarantee be construed as if there were no such circumstance;
e)
the privatisation of the Borrower or any other arrangement by which the Republic of Serbia ceases, directly or indirectly, to control the voting share capital of the Borrower, or any other change in the ownership of, or control of, the Borrower (where "control" means the power to direct the management and policies of an entity or to control the composition of its general meeting (skupština) or the appointment of directors or other equivalent body, whether through the ownership of voting capital, by contract or otherwise);
f)
the taking, variation, compromise, renewal, release of or refusal or neglect to perfect or enforce any right, remedies or securities against, or security over assets of, the Borrower or any other person or any non-presentation or non-observance of any formality or other requirement in respect of any instrument or any failure to realise the full value of any security;
g)
any incapacity or lack of power, authority or legal personality of or dissolution or change in the members or status (including any re- organisation, merger or transfer or the whole or partial privatisation of the Borrower or any other person) of the Borrower or any other person;
h)
any purported obligation of the Borrower or any other person to the Finance Parties (or any security for that obligation) becoming wholly or in part void, invalid, illegal or unenforceable for any reason;
i)
any insolvency or similar proceedings; or
j)
any payment under the CESCE Insurance Policy.
4.2 Immediate recourse
a)
The Guarantor waives any right it may have of first requiring any Finance Party (or any trustee or agent on its behalf) to proceed against or enforce any rights or security or claim payment from any person before claiming from the Guarantor under this Guarantee.
b)
This waiver applies irrespective of any law or any provision of any Finance Document or any document to the contrary.
4.3 Appropriations
Until all the Borrower's Obligations have been irrevocably paid in full, each Finance Party (or any trustee or agent on its or their behalf) may:
a)
refrain from applying or enforcing any other moneys, security or rights held or received by that Finance Party (or any trustee or agent on its or their behalf) in respect of those amounts, or apply and enforce the same in such manner and order as it sees fit (whether against those amounts or otherwise) and the Guarantor shall not be entitled to the benefit of the same; and
b)
hold in an interest-bearing suspense account any moneys received from any Guarantor or on account of any Guarantor's liability under this Guarantee.
4.4 No competition
a)
Until all the Borrower's Obligations have been irrevocably paid and discharged in full and unless the Agent (acting on the instructions of the Finance Parties) otherwise direct, the Guarantor will not exercise any rights which it may have by reason of performance by it of its obligations under this Guarantee or by reason of any amount being payable, or liability arising under this Guarantee:
(i)
to be indemnified by the Borrower;
(ii)
to claim any contribution from any other guarantor of the Borrower's Obligations;
(iii)
to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of any Finance Party under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents;
(iv)
to bring legal or other proceedings for an order requiring the Borrower to make any payment, or perform any obligation, in respect of which the Guarantor has given a guarantee, undertaking or indemnity under this Guarantee;
(v)
to exercise any right of set-off against the Borrower; and/or
(vi)
to claim or prove as a creditor of the Borrower in competition with the Finance Parties.
b)
If the Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution (to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Borrower under or in connection with the Finance Documents to be repaid in full) on trust for the Finance Parties and shall promptly pay or transfer the same to the Finance Parties or as the Finance Parties may direct.