ACKNOWLEDGEMENT OF COUNTERPARTY. To: [Collateral Agent] Copy: [Novelis Aluminium Holding Company (the Chargor) [Date] Dear Sirs, Security agreement dated [•] between Novelis Aluminium Holdings Company and UBS AG, Stamford Branch (the Security Agreement) We confirm receipt from the Chargor of a notice dated [•] of an assignment on the terms of the Security Agreement of all of the Chargor’s rights in respect of [insert details of the Primary Contract(s) (the Primary Contract[s]). We confirm that we:
1. accept the instructions contained in the notice and agree to comply with the notice;
2. have not received notice of the interest of any third party in [any of] the Primary Contract[s];
3. undertake to disclose to you without any reference to or further authority from the Chargor any information relating to [the][those] Primary Contract[s] which you may at any time request;
4. [undertake to notify you of any breach by the Chargor of [the] [any of those] Primary Contract[s] and to allow you or any of the other Secured Parties (as defined in the Security Agreement) to remedy that breach;] and
5. undertake not to amend or waive any term of or terminate [the] [any of those] Primary Contract[s] on request by the Chargor without your prior written consent. This letter is governed by Irish law. Yours faithfully, for and on behalf of (Authorised signatory) [Counterparty] THIS DEED is dated [
(1) [•] (registered number [•]) with its registered office at [•] (the Additional Chargor);
ACKNOWLEDGEMENT OF COUNTERPARTY. To:The Hongkong and Shanghai Banking Corporation Limited (as Lender) Copy:Seamap Pte Ltd [Date]
ACKNOWLEDGEMENT OF COUNTERPARTY. To: JPMorgan Chase Bank, N.A., as UK Security Trustee [10 Xxxxx Xxxxxxxx, Xxxxx 00 Xxxxxxx, Xxxxxxxx 00000-0000 Attention of Xxxxxx Xxxxx Telecopy No. 000-000-0000] Copy: [Chargor] Dear Sirs, We confirm receipt from [ ] (the Chargor) of a notice dated [ ] of an assignment on the terms of the Security Agreement of all of its rights in respect of [insert details of the Relevant Contract(s)] (the Relevant Contract[s]). We confirm that we:
1. accept the instructions contained in the notice and agree to comply with the notice;
2. have not received notice of the interest of any third party in [any of] the Relevant Contract[s];
3. undertake to notify you of any breach by any Chargor of [the] [any of those] Relevant Contract[s] and to allow you or any of the other Secured Creditors to remedy that breach; and
ACKNOWLEDGEMENT OF COUNTERPARTY. To: DB Trustees (Hong Kong) Limited as Security Agent Copy: Asia Silicon Technology Holdings Inc. Dear Sirs, and DB Trustees (Hong Kong) Limited (the Security Agreement) We confirm receipt from Asia Silicon Technology Holdings Inc. (the Chargor) of a notice dated [—] of an assignment on the terms of the Security Agreement of all the Chargor’s rights in respect of [insert details of the Contract] (the Contract). We confirm that we will pay all sums due, and give notices, under the Contract as directed in that notice. This letter is governed by English law. Yours faithfully, (Authorised Signatory) [Counterparty] To: DB Trustees (Hong Kong) Limited as Security Agent Dear Sirs, and DB Trustees (Hong Kong) Limited (the Security Agreement) We refer to the Security Agreement. Words and expressions used in this withdrawal request have the same meanings as in the Security Agreement. This withdrawal request is being provided to you in accordance with clause 7.6(c) of the Security Agreement.
ACKNOWLEDGEMENT OF COUNTERPARTY. To: JPMorgan Chase Bank, N.A., as UK Security Trustee [10 Soutx Xxxxxxxx, Xxxxx 00 Xxxxxxx, Xxxxxxxx 00000-0000 Xxxention of Cherxx Xxxxx Xxxecopy No. 312-000-0000] Xopy: [Chargor] [Date] Dear Sirs, Security agreement dated [__] February 2016 between, amongst others, Enodis Holdings Limited and JPMorgan Chase Bank, N.A. as UK Security Trustee (the Security Agreement) We confirm receipt from [ ] (the Chargor) of a notice dated [ ] of an assignment on the terms of the Security Agreement of all of its rights in respect of [insert details of the Relevant Contract(s)] (the Relevant Contract[s]). We confirm that we:
1. accept the instructions contained in the notice and agree to comply with the notice;
2. have not received notice of the interest of any third party in [any of] the Relevant Contract[s];
3. undertake to notify you of any breach by any Chargor of [the] [any of those] Relevant Contract[s] and to allow you or any of the other Secured Creditors to remedy that breach; and
ACKNOWLEDGEMENT OF COUNTERPARTY. To: […] (as Lender) Copy: [Chargor] [Date]
ACKNOWLEDGEMENT OF COUNTERPARTY. To: [UK Security Trustee] Copy: [●] [Date] Dear Sir/Madam, We confirm receipt from [●] (the Chargor) of a notice dated [ ] of an assignment on the terms of the Debenture dated [ ] of all the Chargor’s rights in respect of [insert details of the Contract] (the Contract). We confirm that we will pay all sums due, and give notices, under the Contract as directed in that notice. This letter and any non-contractual obligations arising out of or in connection with it are governed by English law. Yours faithfully, (Authorised signatory) [Counterparty] To: [insert name and address of insurance company] Dated: [•] Dear Sir/Madam We notify you that, [●] (the Chargor) has assigned to [●] (the UK Security Trustee) for the benefit of itself and certain other banks and financial institutions (the Secured Parties) all its right, title and interest in the Policies as security for certain obligations owed by the Chargor to the Secured Parties by way of a debenture dated [•]. We further notify you that:
1. the Chargor may nevertheless amend or terminate the Policies without the prior written consent of the UK Security Trustee until you receive written notice to the contrary from the UK Security Trustee;
2. you may continue to deal with the Chargor in relation to the Policies until you receive written notice to the contrary from the UK Security Trustee. Thereafter the Chargor will cease to have any right to deal with you in relation to the Policies and therefore from that time you should deal only with the UK Security Trustee;
3. you are authorised to disclose information in relation to the Policies to the UK Security Trustee on request; and
4. the provisions of this notice may only be revoked with the written consent of the UK Security Trustee. Please sign and return the enclosed copy of this notice to the UK Security Trustee (with a copy to the Chargor) by way of confirmation that:
(a) you agree to act in accordance with the provisions of this notice;
(b) you [will note/have noted] the UK Security Trustee’s interest as first chargee on each of the Policies;
(c) [after receipt of written notice in accordance with paragraph 2 above], you will pay all monies to which the Chargor is entitled under the Policies direct to the UK Security Trustee (and not to the Chargor) unless the UK Security Trustee otherwise agrees in writing;
ACKNOWLEDGEMENT OF COUNTERPARTY. 42 Signatories ........................................................................................................................................................ 43
ACKNOWLEDGEMENT OF COUNTERPARTY. To: Deutsche Trustee Company Limited as Security Trustee Copy: [Chargor]
