Common use of CLAIMS AND PROCEEDINGS ON THE PART OF THE TRUSTEE Clause in Contracts

CLAIMS AND PROCEEDINGS ON THE PART OF THE TRUSTEE. 8.1 The Trustee may, at any time after the Bonds are declared due and payable, at its discretion and without giving another notice, adopt all such proceedings, including legal proceedings, as it finds fit, subject to the provisions of any law, to protect the rights of the Bondholders and implement the provisions of the Trust Deed and it may convene a special meeting of the Bondholders to this end. The Trustee shall be compelled to do so at the demand of the meeting of the Bondholders adopted by a special resolution. Nothing in the foregoing shall prejudice and/or derogate from the Trustee's right to institute legal and/or other proceedings, either on its own initiative or at the demand of the meeting of the Bondholders adopted by a special resolution, even if the Bonds have not been declared immediately due and payable, all with a view to protecting the Bondholders and subject to the provisions of any law. 8.2 The Trustee may, before resorting to such proceedings, convene a general meeting of the Bondholders, to determine, in a special resolution, the type of proceedings to be adopted to exercise their rights under this Deed and the Bonds. The Trustee may further reconvene general meetings of the Bondholders for the purpose of receiving instructions in respect of the conducting of such proceedings. In such cases, the Trustee shall act without delay and on the first practicable and reasonable date. 8.3 Subject to the provisions of this Deed, the Trustee may, but shall not be obligated to, convene a general meeting of the Bondholders at any time, with a view to discussing and/or receiving its instructions on any matter pertaining to this Deed, provided that the convening of the meeting shall be performed by the Trustee in such cases without any delay and on the first practicable and reasonable date. 8.4 The Trustee may, but shall not be obligated to, at its sole discretion, withhold any act on its part under this Deed, for the purpose of an application to the general meeting of the Bondholders and/or the court, until such time as it receives instructions from the general meeting of the Bondholders and/or instructions from the court on how to proceed. The application to the general meeting of the Bondholders and/or to the court will be effected in such cases without delay and on the first practicable and reasonable date. 8.5 Subject to the provisions of subsection 8.6 below, the Trustee shall be obligated to act as set out in subsection 8.1 above, should it be so required by a special resolution adopted at the general meeting of the Bondholders, unless it finds that, under the circumstances, it is not just and/or reasonable to do so and it has applied to the pertinent court for respective instructions on the first reasonable date. 8.6 The Trustee shall be entitled to indemnification from the Bondholders and/or the Company for reasonable expenses incurred and/or to be incurred by it, as the case may be, with respect to acts performed and/or to be performed by it, by virtue of its duties under the terms of the Trust Deed and/or under law and/or pursuant to instructions of a competent authority and/or any law and/or at the demand pursuant to any resolution adopted at a general meeting of the Bondholders and/or the Company. Notwithstanding the foregoing, it is hereby clarified and agreed that the Company shall not indemnify the Trustee for expenses incurred and/or that may be incurred by it with respect to acts performed and/or which may be performed at the demand of the Bondholders for any reason whatsoever and the Bondholders shall not indemnify the Trustee for expenses incurred and/or to be incurred by it with respect to acts performed and/or to be performed by it at the Company's demand for any reason whatsoever. The right to indemnification set out in this subsection 8.6, shall apply upon the following conditions: 8.6.1 The expenses are reasonable. 8.6.2 The Trustee has acted in good faith, has not been negligent and such act was performed in its capacity as trustee. 8.6.3 The Trustee may not demand indemnification in advance for its expenses in connection with a pressing matter. 8.7 Subject to the provisions of subsection 8.6 above, the Trustee may refrain from adopting any measure as aforesaid in subsection 8.6 above, until such time as it receives, to its satisfaction, an indemnity letter from all or any of the Bondholders, as the case may be, in connection with any liability for damages and/or expenses liable to be caused to the Trustee and the Company or to any of them, due to the performance of such act, other than in circumstances where a pressing act is required, and where refraining from the performance thereof up to the receipt of the indemnify letter as aforesaid, shall cause damage and/or loss to the Bondholders. 8.8 To remove any doubts, it is hereby clarified, that nothing in any of the aforesaid provisions shall prejudice and/or derogate from the Trustee's right which is hereby vested in it, to apply, at its exclusive discretion, to legal instances also before the Bonds are declared due and payable, for the purpose of obtaining any order concerning the trust affairs.

CLAIMS AND PROCEEDINGS ON THE PART OF THE TRUSTEE. 8.1 8.19.1 The Trustee may, at any time after the Bonds Notes are declared due and payable, at its discretion and without giving another notice, adopt all such proceedings, including legal proceedings, as it finds fit, subject to the provisions of any law, to protect the rights of the Bondholders Noteholders and implement the provisions of the Trust Deed and it may convene a special meeting of the Bondholders Noteholders to this end. The Trustee shall be compelled to do so at the demand of the meeting of the Bondholders Noteholders, adopted by a special resolution. Nothing in the foregoing shall prejudice and/or derogate from the Trustee's ’s right to institute legal and/or other proceedings, either on its own initiative or at the demand of the meeting of the Bondholders Noteholders adopted by a special resolution, even if the Bonds Notes have not been declared immediately due and payable, all with a view to protecting the Bondholders Noteholders and subject to the provisions of any law. 8.2 8.29.2 The Trustee may, before resorting to such proceedings, convene a general meeting of the BondholdersNoteholders, to determine, in a special resolution, the type of proceedings to be adopted to exercise their rights under this Deed and the BondsNotes. The Trustee may further reconvene general meetings of the Bondholders Noteholders for the purpose of receiving instructions orders in respect of the conducting of such proceedings. In such cases, the Trustee shall act without delay and on the first practicable and reasonable date. 8.3 8.39.3 Subject to the provisions of this Deed, the Trustee may, but shall not be obligated to, convene a general meeting of the Bondholders Noteholders at any time, with a view to discussing and/or receiving its instructions on any matter pertaining to this Deed, provided that the convening of the meeting shall be performed by the Trustee in such cases without any delay delay, and on the first practicable and reasonable date. 8.4 8.49.4 The Trustee may, but shall not be obligated to, at its sole discretion, withhold the execution of any act action on its part under this Deed, for the purpose of an application to the general meeting of the Bondholders Noteholders and/or the court, until such time as it receives instructions from the general meeting of the Bondholders Noteholders and/or instructions from the court on how to proceed. The application to the general meeting of the Bondholders Noteholders and/or to the court will be effected effected, in such cases cases, without delay and on the first practicable and reasonable date. 8.5 8.59.5 Subject to the provisions of subsection 8.6 9.6 below, the Trustee shall be obligated to act as set out in subsection 8.1 9.1 above, should it be so required by a special resolution adopted at the general meeting of the BondholdersNoteholders, unless it finds that, under the circumstances, it is not just and/or reasonable to do so and it has applied to the pertinent court for respective instructions instructions, on the first reasonable date. 8.6 8.69.6 The Trustee shall be entitled to indemnification from the Bondholders Noteholders and/or the Company Company, for reasonable expenses incurred and/or to be incurred by it, as the case may be, with respect to acts performed and/or to be performed by it, by virtue of its duties under the terms of the Trust Deed and/or under law and/or pursuant to instructions of a competent authority and/or any law and/or at the in compliance with a demand pursuant to any resolution adopted at a general meeting of the Bondholders Noteholders and/or the Company. Notwithstanding the foregoing, it is hereby clarified and agreed that the Company shall not indemnify the Trustee for expenses incurred and/or that may to be incurred by it with respect to acts performed and/or which may to be performed at the demand of the Bondholders Noteholders, for any reason whatsoever and the Bondholders Noteholders shall not indemnify the Trustee for expenses incurred and/or to be incurred by it with respect to acts performed and/or to be performed by it at the Company's demand ’s demand, for any reason whatsoeverwhatsoever and\or for its obligations under this Deed. The right to indemnification set out in this subsection 8.6, 8.6 9.6 shall apply upon the following conditions: 8.6.1 8.6.19.6.1 The expenses are reasonable. 8.6.2 8.6.29.6.2 The Trustee has acted in good faith, faith and has not been negligent and such act was performed in its capacity as trustee. 8.6.3 8.6.39.6.3 The Trustee may not demand indemnification in advance for its expenses in connection with a pressing mattermatter (without derogating from the Trustee's right to retroactive indemnification, to the extent there is such a right). 8.7 8.79.7 Subject to the provisions of subsection 8.6 9.6 above, it is clarified that the Noteholders' obligation to indemnify the Trustee is on a pro-rata basis, but the Trustee may refrain from adopting any measure as aforesaid in subsection 8.6 9.6 above, until such time as it receives, to its satisfaction, an indemnity letter from all or any of the BondholdersNoteholders, as the case may beat its discretion, in connection with any liability for damages and/or expenses liable to be caused to the Trustee and the Company or to any of themCompany, due to the performance of such act, other than in circumstances where a pressing act is required, and where refraining from the performance thereof up thereof, prior to the receipt of the indemnify letter as aforesaid, shall is likely to cause damage and/or loss to the BondholdersNoteholders. 8.8 8.89.8 To remove any doubts, it is hereby clarified, that nothing in any of the aforesaid provisions shall prejudice and/or derogate from the Trustee's right ’s right, which is hereby vested in it, to apply, at its exclusive discretion, to legal instances also before the Bonds Notes are declared due and payable, for the purpose of obtaining any order concerning the trust affairs.

CLAIMS AND PROCEEDINGS ON THE PART OF THE TRUSTEE. 8.1 8.19.1 The Trustee may, at any time after the Bonds Notes are declared due and payable, at its discretion and without giving another notice, adopt all such proceedings, including legal proceedings, as it finds fit, subject to the provisions of any law, to protect the rights of the Bondholders Noteholders and implement the provisions of the Trust Deed and it may convene a special meeting of the Bondholders Noteholders to this end. The Trustee shall be compelled to do so at the demand of the meeting of the Bondholders Noteholders, adopted by a special resolution. Nothing in the foregoing shall prejudice and/or derogate from the Trustee's ’s right to institute legal and/or other proceedings, either on its own initiative or at the demand of the meeting of the Bondholders Noteholders adopted by a special resolution, even if the Bonds Notes have not been declared immediately due and payable, all with a view to protecting the Bondholders Noteholders and subject to the provisions of any law. 8.2 8.29.2 The Trustee may, before resorting to such proceedings, convene a general meeting of the BondholdersNoteholders, to determine, in a special resolution, the type of proceedings to be adopted to exercise their rights under this Deed and the BondsNotes. The Trustee may further reconvene general meetings of the Bondholders Noteholders for the purpose of receiving instructions orders in respect of the conducting of such proceedings. In such cases, the Trustee shall act without delay and on the first practicable and reasonable date. 8.3 8.39.3 Subject to the provisions of this Deed, the Trustee may, but shall not be obligated to, convene a general meeting of the Bondholders Noteholders at any time, with a view to discussing and/or receiving its instructions on any matter pertaining to this Deed, provided that the convening of the meeting shall be performed by the Trustee in such cases without any delay delay, and on the first practicable and reasonable date. 8.4 8.49.4 The Trustee may, but shall not be obligated to, at its sole discretion, withhold the execution of any act action on its part under this Deed, for the purpose of an application to the general meeting of the Bondholders Noteholders and/or the court, until such time as it receives instructions from the general meeting of the Bondholders Noteholders and/or instructions from the court on how to proceed. The application to the general meeting of the Bondholders Noteholders and/or to the court will be effected effected, in such cases cases, without delay and on the first practicable and reasonable date. 8.5 8.59.5 Subject to the provisions of subsection 8.6 9.6 below, the Trustee shall be obligated to act as set out in subsection 8.1 9.1 above, should it be so required by a special resolution adopted at the general meeting of the BondholdersNoteholders, unless it finds that, under the circumstances, it is not just and/or reasonable to do so and it has applied to the pertinent court for respective instructions instructions, on the first reasonable date. 8.6 8.69.6 The Trustee shall be entitled to indemnification from the Bondholders Noteholders and/or the Company Company, for reasonable expenses incurred and/or to be incurred by it, as the case may be, with respect to acts performed and/or to be performed by it, by virtue of its duties under the terms of the Trust Deed and/or under law and/or pursuant to instructions of a competent authority and/or any law and/or at the in compliance with a demand pursuant to any resolution adopted at a general meeting of the Bondholders Noteholders and/or the Company. Notwithstanding the foregoing, it is hereby clarified and agreed that the Company shall not indemnify the Trustee for expenses incurred and/or that may to be incurred by it with respect to acts performed and/or which may to be performed at the demand of the Bondholders Noteholders, for any reason whatsoever and the Bondholders Noteholders shall not indemnify the Trustee for expenses incurred and/or to be incurred by it with respect to acts performed and/or to be performed by it at the Company's demand ’s demand, for any reason whatsoeverwhatsoever and\or for its obligations under this Deed. The right to indemnification set out in this subsection 8.6, 8.6 9.6 shall apply upon the following conditions: 8.6.1 The expenses are reasonable. 8.6.2 The Trustee has acted in good faith, has not been negligent and such act was performed in its capacity as trustee. 8.6.3 The Trustee may not demand indemnification in advance for its expenses in connection with a pressing matter. 8.7 Subject to the provisions of subsection 8.6 above, the Trustee may refrain from adopting any measure as aforesaid in subsection 8.6 above, until such time as it receives, to its satisfaction, an indemnity letter from all or any of the Bondholders, as the case may be, in connection with any liability for damages and/or expenses liable to be caused to the Trustee and the Company or to any of them, due to the performance of such act, other than in circumstances where a pressing act is required, and where refraining from the performance thereof up to the receipt of the indemnify letter as aforesaid, shall cause damage and/or loss to the Bondholders. 8.8 To remove any doubts, it is hereby clarified, that nothing in any of the aforesaid provisions shall prejudice and/or derogate from the Trustee's right which is hereby vested in it, to apply, at its exclusive discretion, to legal instances also before the Bonds are declared due and payable, for the purpose of obtaining any order concerning the trust affairs.

CLAIMS AND PROCEEDINGS ON THE PART OF THE TRUSTEE. 8.1 The Trustee may, at any time after the Bonds are declared due and payable, at its discretion and without giving another notice, adopt all such proceedings, including legal proceedings, as it finds fit, subject to the provisions of any law, to protect the rights of the Bondholders and implement the provisions of the Trust Deed and it may convene a special meeting of the Bondholders to this end. The Trustee shall be compelled to do so at the demand of the meeting of the Bondholders adopted by a special resolution. Nothing in the foregoing shall prejudice and/or derogate from the Trustee's ’s right to institute legal and/or other proceedings, either on its own initiative or at the demand of the meeting of the Bondholders adopted by a special resolution, even if the Bonds have not been declared immediately due and payable, all with a view to protecting the Bondholders and subject to the provisions of any law. 8.2 The Trustee may, before resorting to such proceedings, convene a general meeting of the Bondholders, to determine, in a special resolution, the type of proceedings to be adopted to exercise their rights under this Deed and the Bonds. The Trustee may further reconvene general meetings of the Bondholders for the purpose of receiving instructions in respect of the conducting of such proceedings. In such cases, the Trustee shall act without delay and on the first practicable and reasonable date. 8.3 Subject to the provisions of this Deed, the Trustee may, but shall not be obligated to, convene a general meeting of the Bondholders at any time, with a view to discussing and/or receiving its instructions on any matter pertaining to this Deed, provided that the convening of the meeting shall be performed by the Trustee in such cases without any delay and on the first practicable and reasonable date. 8.4 The Trustee may, but shall not be obligated to, at its sole discretion, withhold any act on its part under this Deed, for the purpose of an application to the general meeting of the Bondholders and/or the court, until such time as it receives instructions from the general meeting of the Bondholders and/or instructions from the court on how to proceed. The application to the general meeting of the Bondholders and/or to the court will be effected in such cases without delay and on the first practicable and reasonable date. 8.5 Subject to the provisions of subsection 8.6 below, the Trustee shall be obligated to act as set out in subsection 8.1 above, should it be so required by a special resolution adopted at the general meeting of the Bondholders, unless it finds that, under the circumstances, it is not just and/or reasonable to do so and it has applied to the pertinent court for respective instructions on the first reasonable date. 8.6 The Trustee shall be entitled to indemnification from the Bondholders and/or the Company for reasonable expenses incurred and/or to be incurred by it, as the case may be, with respect to acts performed and/or to be performed by it, by virtue of its duties under the terms of the Trust Deed and/or under law and/or pursuant to instructions of a competent authority and/or any law and/or at the demand pursuant to any resolution adopted at a general meeting of the Bondholders and/or the Company. Notwithstanding the foregoing, it is hereby clarified and agreed that the Company shall not indemnify the Trustee for expenses incurred and/or that may be incurred by it with respect to acts performed and/or which may be performed at the demand of the Bondholders for any reason whatsoever and the Bondholders shall not indemnify the Trustee for expenses incurred and/or to be incurred by it with respect to acts performed and/or to be performed by it at the Company's ’s demand for any reason whatsoever. The right to indemnification set out in this subsection 8.6, shall apply upon the following conditions: 8.6.1 The expenses are reasonable. 8.6.2 The Trustee has acted in good faith, has not been negligent and such act was performed in its capacity as trustee. 8.6.3 The Trustee may not demand indemnification in advance for its expenses in connection with a pressing matter. 8.7 Subject to the provisions of subsection 8.6 above, the Trustee may refrain from adopting any measure as aforesaid in subsection 8.6 above, until such time as it receives, to its satisfaction, an indemnity letter from all or any of the Bondholders, as the case may be, in connection with any liability for damages and/or expenses liable to be caused to the Trustee and the Company or to any of them, due to the performance of such act, other than in circumstances where a pressing act is required, and where refraining from the performance thereof up to the receipt of the indemnify letter as aforesaid, shall cause damage and/or loss to the Bondholders. 8.8 To remove any doubts, it is hereby clarified, that nothing in any of the aforesaid provisions shall prejudice and/or derogate from the Trustee's ’s right which is hereby vested in it, to apply, at its exclusive discretion, to legal instances also before the Bonds are declared due and payable, for the purpose of obtaining any order concerning the trust affairs.

CLAIMS AND PROCEEDINGS ON THE PART OF THE TRUSTEE. 8.1 The Trustee may, at any time after the Bonds Notes are declared due and payable, at its discretion and without giving another notice, adopt all such proceedings, including legal proceedings, as it finds fit, subject to the provisions of any law, to protect the rights of the Bondholders Noteholders and implement the provisions of the Trust Deed and it may convene a special meeting of the Bondholders Noteholders to this end. The Trustee shall be compelled to do so at the demand of the meeting of the Bondholders Noteholders, adopted by a special resolution. Nothing in the foregoing shall prejudice and/or derogate from the Trustee's ’s right to institute legal and/or other proceedings, either on its own initiative or at the demand of the meeting of the Bondholders Noteholders adopted by a special resolution, even if the Bonds Notes have not been declared immediately due and payable, all with a view to protecting the Bondholders Noteholders and subject to the provisions of any law. 8.2 The Trustee may, before resorting to such proceedings, convene a general meeting of the BondholdersNoteholders, to determine, in a special resolution, the type of proceedings to be adopted to exercise their rights under this Deed and the BondsNotes. The Trustee may further reconvene general meetings of the Bondholders Noteholders for the purpose of receiving instructions orders in respect of the conducting of such proceedings. In such cases, the Trustee shall act without delay and on the first practicable and reasonable date. 8.3 Subject to the provisions of this Deed, the Trustee may, but shall not be obligated to, convene a general meeting of the Bondholders Noteholders at any time, with a view to discussing and/or receiving its instructions on any matter pertaining to this Deed, provided that the convening of the meeting shall be performed by the Trustee in such cases without any delay delay, and on the first practicable and reasonable date. 8.4 The Trustee may, but shall not be obligated to, at its sole discretion, withhold the execution of any act action on its part under this Deed, for the purpose of an application to the general meeting of the Bondholders Noteholders and/or the court, until such time as it receives instructions from the general meeting of the Bondholders Noteholders and/or instructions from the court on how to proceed. The application to the general meeting of the Bondholders Noteholders and/or to the court will be effected effected, in such cases cases, without delay and on the first practicable and reasonable date. 8.5 Subject to the provisions of subsection 8.6 below, the Trustee shall be obligated to act as set out in subsection 8.1 above, should it be so required by a special resolution adopted at the general meeting of the BondholdersNoteholders, unless it finds that, under the circumstances, it is not just and/or reasonable to do so and it has applied to the pertinent court for respective instructions instructions, on the first reasonable date. 8.6 The Trustee shall be entitled to indemnification from the Bondholders Noteholders and/or the Company Company, for reasonable expenses incurred and/or to be incurred by it, as the case may be, with respect to acts performed and/or to be performed by it, by virtue of its duties under the terms of the Trust Deed and/or under law and/or pursuant to instructions of a competent authority and/or any law and/or at the in compliance with a demand pursuant to any resolution adopted at a general meeting of the Bondholders Noteholders and/or the Company. Notwithstanding the foregoing, it is hereby clarified and agreed that the Company shall not indemnify the Trustee for expenses incurred and/or that may to be incurred by it with respect to acts performed and/or which may to be performed at the demand of the Bondholders Noteholders, for any reason whatsoever and the Bondholders Noteholders shall not indemnify the Trustee for expenses incurred and/or to be incurred by it with respect to acts performed and/or to be performed by it at the Company's demand ’s demand, for any reason whatsoeverwhatsoever and\or for its obligations under this Deed. The right to indemnification set out in this subsection 8.6, 8.6 shall apply upon the following conditions: 8.6.1 The expenses are reasonable. 8.6.2 The Trustee has acted in good faith, faith and has not been negligent and such act was performed in its capacity as trustee. 8.6.3 The Trustee may not demand indemnification in advance for its expenses in connection with a pressing mattermatter (without derogating from the Trustee’s right to retroactive indemnification, to the extent there is such a right). 8.7 Subject to the provisions of subsection 8.6 above, it is clarified that the Noteholders' obligation to indemnify the Trustee is on a pro-rata basis, but the Trustee may refrain from adopting any measure as aforesaid in subsection 8.6 above, until such time as it receives, to its satisfaction, an indemnity letter from all or any of the BondholdersNoteholders, as the case may beat its discretion, in connection with any liability for damages and/or expenses liable to be caused to the Trustee and the Company or to any of themCompany, due to the performance of such act, other than in circumstances where a pressing act is required, and where refraining from the performance thereof up thereof, prior to the receipt of the indemnify letter as aforesaid, shall is likely to cause damage and/or loss to the BondholdersNoteholders. 8.8 To remove any doubts, it is hereby clarified, that nothing in any of the aforesaid provisions shall prejudice and/or derogate from the Trustee's right ’s right, which is hereby vested in it, to apply, at its exclusive discretion, to legal instances also before the Bonds Notes are declared due and payable, for the purpose of obtaining any order concerning the trust affairs.