Common use of Consent to Security Clause in Contracts

Consent to Security. Client (i) consents to the granting of the Mortgage in favour of Security Trustee, (ii) consents in all respects to the granting of the security interests referred to in Recital D above including the assignment to Security Trustee pursuant to the Debenture of all of Borrower’s right, title and interest in, to and under the Drilling Contract (including all moneys payable to Borrower, and any claims, judgments and awards in favour of Borrower, under or in connection with the Drilling Contract), (iii) acknowledges the right of Security Trustee or any designee of Security Trustee, subject to Article 2.1, in the exercise of Security Trustee’s rights and remedies under the Finance Documents after the occurrence and during the continuation of an Event of Default to make all demands, give all notices, take all actions and exercise all rights of Borrower under the Drilling Contract, (iv) acknowledges that the Borrower may not (and agrees that it will not), without obtaining the prior written consent of the Security Trustee pursuant to the terms of the Finance Documents, amend or terminate the Drilling Contract provided that until such time as Client receives notice from Security Trustee to the contrary, Borrower may agree with Client amendments to the Drilling Contract of a minor operational nature that shall be copied by Borrower to Security Trustee promptly following execution and which amendments do not affect, amend, vary or supplement any terms of the Drilling Contract relating to the calculation or payment of hire or any other amounts (other than any supplemental or consequential adjustments to the hire as are expressly contemplated by the terms of the Drilling Contract as of the date of this Agreement).

Consent to Security. Client (i) 3.1 RTD acknowledges notice and receipt of, and, notwithstanding anything in the Concession Agreement to the contrary, consents to the assignment by the Concessionaire to the Agent of all of the Concessionaire's right, title and interest in and under the Concession Agreement pursuant to the terms and provisions of, the Security Agreement and the other Security Documents. 3.2 RTD acknowledges notice and receipt of, and, notwithstanding anything in the Concession Agreement to the contrary, consents to the granting by each of the Mortgage in favour of Security Trustee, (ii) consents in all respects Initial Shareholders to the granting Agent of a security interest in such Initial Shareholder's equity interests in the Concessionaire pursuant to the terms and provisions of, the Pledge Agreement. 3.3 Notwithstanding anything in the Concession Agreement to the contrary, RTD agrees that the assignment of, and the grant of the security interests referred to interest in Recital D above including the assignment to Security Trustee pursuant to the Debenture of and first-ranking lien over, all of Borrower’s the Concessionaire's right, title and interest in, to and under the Drilling Contract (including all moneys payable Concession Agreement and the other Project Agreements to Borrower, and any claims, judgments and awards in favour of Borrower, under or in connection with which the Drilling Contract), (iii) acknowledges the right of Security Trustee or any designee of Security Trustee, subject to Article 2.1, in the exercise of Security Trustee’s rights and remedies under the Finance Documents after the occurrence and during the continuation of an Event of Default to make all demands, give all notices, take all actions and exercise all rights of Borrower under the Drilling Contract, (iv) acknowledges that the Borrower may not (and agrees that it will not), without obtaining the prior written consent of the Security Trustee Concessionaire is a party pursuant to the terms Security Agreement and the other Security Documents, the grant of the Finance security interest by each Initial Shareholder in its equity interests in the Concessionaire pursuant to the Pledge Agreement, the execution by the Concessionaire and RTD of this Direct Agreement, the performance of their respective obligations hereunder and the enforcement by the Agent or the Lenders of the rights under the Security Documents, amend in each case, shall neither constitute a Concessionaire Termination Event nor would, with the giving of notice or terminate lapse of time or both, constitute a Concessionaire Termination Event under the Drilling Contract provided that until such time as Client receives notice from Security Trustee to Concession Agreement, nor require the contraryconsent of RTD, Borrower may agree with Client amendments to the Drilling Contract of a minor operational nature that shall be copied by Borrower to Security Trustee promptly following execution and which amendments do not affect, amend, vary or supplement any terms of the Drilling Contract relating to the calculation or payment of hire or any other amounts (other than any supplemental or consequential adjustments to the hire as are expressly contemplated by the terms of the Drilling Contract as of the date of this Agreement)provided herein.