Common use of Irrespective of the Clause in Contracts

Irrespective of the. applicability of Section 16.1 hereof, in the event a Borrower fails to return Borrowed Securities upon termination of a Loan, and such failure constitutes a Sale-Related Default, Agent shall, in accordance with Agent’s Investment Manager Guidelines then in effect, in lieu of the indemnification provided in Section 16.2 hereof, (a) waive any overdraft charges arising from any investment made for ▇▇▇▇▇▇’s account in anticipation of timely receipt of the proceeds, (b) credit ▇▇▇▇▇▇’s account with interest at the Lender’s applicable short-term investment rate on the sale proceeds not reinvested up to the date such proceeds are credited to the Account, (c) credit Lender with the amounts of any distributions made with respect to such Borrowed Securities that have not otherwise been received by the Lender and (d) indemnify Lender from and against any Buy-in Costs or other direct expenses for which Lender would otherwise be liable as a result of the failure of the sale to settle in a timely fashion.