Common use of DEALINGS WITH CHARGED PROPERTY Clause in Contracts

DEALINGS WITH CHARGED PROPERTY. 5.1. Unless and until the occurrence of an Enforcement Event which is continuing: 5.1.1. subject always to Clause 3.3, the Chargor shall continue to be entitled to exercise all voting and consensual powers pertaining to the Charged Property or any part thereof for all purposes not inconsistent with the terms of this Charge; and 5.1.2. the Chargor shall be entitled to receive and retain any cash dividends, but not other moneys or assets accruing on or in respect of the Charged Property or any part thereof provided that the Chargor shall not exercise such voting rights in any manner which, in the opinion of the Chargor, would, or would be reasonably likely to, violate the Credit Agreement or the Security Agreement. 5.2. The Chargor shall pay when due all calls, installments or other payments and shall discharge all other obligations, which may become due in respect of any of the Charged Property and following the occurrence of an Enforcement Event which is continuing, the Chargee may if it thinks fit (but shall not be obliged to) make such payments or discharge such obligations on behalf of the Chargor. Any sums so paid by the Chargee in respect thereof shall be repayable on demand by the Chargor with interest thereon calculated in accordance with clause 2.2 and pending such repayment shall constitute part of the Secured Obligations. 5.3. The Chargee shall not have any duty to ensure that any dividends, interest or other moneys and assets receivable in respect of the Charged Property are duly and punctually paid, received or collected as and when the same become due and payable or to ensure that the correct amounts (if any) are paid or received on or in respect of the Charged Property or to ensure the taking up of any (or any offer of any) stocks, shares, rights, moneys or other property paid, distributed, accruing or offered at any time by way of redemption, bonus, rights, preference, or otherwise on or in respect of, any of the Charged Property. 5.4. The Chargor hereby authorises the Chargee to arrange at any time and from time to time (after the occurrence of an Enforcement Event which is continuing) for the Charged Property or any part thereof to be registered in the name of the Chargee (or its nominee) thereupon to be held, as so registered, subject to the terms of this Charge. 5.5. The Chargor may not take any action in relation to the Charged Property or this Charge under the provisions of Section 94 of the Act (Court order for sale).

DEALINGS WITH CHARGED PROPERTY. 5.1. 6.1 Unless and until the occurrence an Event of an Enforcement Event which is continuingDefault has occurred: 5.1.1. subject always to Clause 3.3, (a) the Chargor shall continue to be entitled to exercise all voting and and/or consensual powers pertaining to the Charged Property or any part thereof for all purposes not inconsistent with the terms of this Charge; andCharge and/or the Sale Agreement; 5.1.2. (b) the Chargor shall be entitled to receive and retain any cash dividends, but not interest or other moneys or assets accruing on or in respect of the Charged Property or any part thereof provided that thereof; and (c) the Chargor shall not exercise such voting rights in any manner which, in be entitled to receive all notices pertaining to the opinion of the Chargor, would, or would be reasonably likely to, violate the Credit Agreement or the Security AgreementCharged Shares. 5.2. 6.2 The Chargor shall pay when due all calls, installments instalments or other payments payments, and shall discharge all other obligations, which may become due in respect of any of the Charged Property and following the occurrence in an Event of an Enforcement Event which is continuingDefault, the Chargee may if it thinks fit (but shall not be obliged to) make such payments or discharge such obligations on behalf of the Chargor. Any sums so paid by the Chargee in respect thereof shall be repayable on demand by the Chargor with interest thereon calculated in accordance with clause 2.2 and pending such repayment shall constitute part of the Secured Obligations. 5.3. 6.3 The Chargee shall not have any duty to ensure that any dividends, distributions interest or other moneys and assets receivable in respect of the Charged Property are duly and punctually paid, received or collected as and when the same become due and payable or to ensure that the correct amounts (if any) are paid or received on or in respect of the Charged Property or to ensure the taking up of any (or any offer of any) stocks, shares, rights, moneys or other property paid, distributed, accruing or offered at any time by way of redemption, redemption bonus, rights, preference, or otherwise on or in respect of, any of the Charged Property. 5.4. 6.4 The Chargor hereby authorises the Chargee to arrange at any time and from time to time (whether before or after the occurrence of an Enforcement Event which is continuingof Default) for the Charged Property or any part thereof to be registered in the name of the Chargee (or its nominee) thereupon to be held, held as so registered, registered subject to the terms of this Charge. 5.5. The Chargor may not take any action in relation to the Charged Property or this Charge under the provisions of Section 94 of the Act (Court order for sale).

DEALINGS WITH CHARGED PROPERTY. 5.1. Unless and until the occurrence of an Enforcement Event of Default which is continuingcontinuing and the acceleration of the Loans and for so long as such acceleration shall not have been rescinded: 5.1.1. subject always to Clause 3.3, the Chargor shall continue to be entitled to exercise all voting and consensual powers pertaining to the Charged Property or any part thereof for all purposes not inconsistent with the terms of this Charge; and 5.1.2. the Chargor shall be entitled to receive and retain any cash dividends, but not other moneys or assets accruing on or in respect of the Charged Property or any part thereof provided that the Chargor shall not exercise such voting rights in any manner which, in the opinion of the Chargor, which would, or would be reasonably likely to, violate the Credit Agreement or the Security Agreement. 5.2. The Chargor shall pay when due all calls, installments or other payments and shall discharge all other obligations, which may become due in respect of any of the Charged Property and following the occurrence of an Enforcement Event of Default which is continuingcontinuing and the acceleration of the Loans and for so long as such acceleration shall not have been rescinded, the Chargee may if it thinks fit (but shall not be obliged to) make such payments or discharge such obligations on behalf of the Chargor. Any sums so paid by the Chargee in respect thereof shall be repayable on demand by the Chargor with interest thereon calculated in accordance with clause 2.2 and pending such repayment shall constitute part of the Secured Obligations. 5.3. The Chargee shall not have any duty to ensure that any dividends, interest or other moneys and assets receivable in respect of the Charged Property are duly and punctually paid, received or collected as and when the same become due and payable or to ensure that the correct amounts (if any) are paid or received on or in respect of the Charged Property or to ensure the taking up of any (or any offer of any) stocks, shares, rights, moneys or other property paid, distributed, accruing or offered at any time by way of redemption, bonus, rights, preference, or otherwise on or in respect of, any of the Charged Property. 5.4. The Chargor hereby authorises the Chargee to arrange at any time and from time to time (after the occurrence of an Enforcement Event of Default which is continuingcontinuing and the acceleration of the Loans and for so long as such acceleration shall not have been rescinded) for the Charged Property or any part thereof to be registered in the name of the Chargee (or its nominee) thereupon to be held, as so registered, subject to the terms of this Charge. 5.5. The Chargor may not take any action in relation to the Charged Property or this Charge under the provisions of Section 94 of the Act (Court order for sale).

DEALINGS WITH CHARGED PROPERTY. 5.1. Unless and until the occurrence of an Enforcement Event which is continuing: 5.1.1. subject always to Clause 3.3, the Chargor shall continue to be entitled to exercise all voting and consensual powers pertaining to the Charged Property or any part thereof for all purposes not inconsistent with the terms of this Charge; and 5.1.2. the Chargor shall be entitled to receive and retain any cash dividends, but not other moneys or assets accruing on or in respect of the Charged Property or any part thereof provided that the Chargor shall not exercise such voting rights in any manner which, in the opinion of the Chargor, would, or would be reasonably likely to, violate the Credit Agreement or the Security Agreement. 5.2. 5.1 The Chargor shall pay when due all calls, installments or other payments payments, and shall discharge all other obligations, which may become due in respect of any of the Charged Property Property, and following the occurrence in an Event of an Enforcement Event which is continuingDefault, the Chargee may if it thinks fit (but shall not be obliged to) make such payments or discharge such obligations on behalf of the Chargor. Any sums so paid by the Chargee in respect thereof shall be repayable on demand by the Chargor with interest thereon calculated in accordance with clause 2.2 and pending such repayment shall constitute part of the Secured Obligations. 5.3. 5.2 The Chargee shall not have any duty to ensure that any dividends, interest or other moneys and assets Assets receivable in respect of the Charged Property are duly and punctually paid, received or collected as and when the same become due and payable or or, except to the extent that an agreement to that effect between Chargor and Chargee is then effective (and subject to applicable reasonably satisfactory payment arrangements being in place), to ensure that the correct amounts (if any) are paid or received on or in respect of the Charged Property or to ensure the taking up of any (or any offer of any) stocks, shares, rights, moneys or other property paid, distributed, accruing or offered at any time by way of redemption, redemption bonus, rights, preference, or otherwise on or in respect of, any of the Charged Property. 5.4. 5.3 The Chargor hereby authorises authorizes the Chargee to arrange at any time and from time to time (after following the occurrence and during the pendency of an Enforcement Event which is continuing) of Default for the Charged Property or any part thereof to be registered in the name of the Chargee (or its nominee) thereupon to be held, as so registered, subject to the terms of this Charge. 5.5. The Chargor may not take any action in relation to the Charged Property or this Charge under the provisions of Section 94 of the Act (Court order for sale).

DEALINGS WITH CHARGED PROPERTY. 5.1. Unless and until the occurrence of an Enforcement Event of Default which is continuing: 5.1.1. subject always to Clause 3.3, the Chargor shall continue to be entitled to exercise all voting and consensual powers pertaining to the Charged Property or any part thereof for all purposes not inconsistent with the terms of this Charge; and 5.1.2. the Chargor shall be entitled to receive and retain any cash dividends, but not other moneys or assets accruing on or in respect of the Charged Property or any part thereof provided that the Chargor shall not exercise such voting rights in any manner which, in the opinion of the Chargor, would, or would be reasonably likely to, violate the Credit Agreement or the Security Agreement. 5.2. The Chargor shall pay when due all calls, installments or other payments and shall discharge all other obligations, which may become due in respect of any of the Charged Property and following the occurrence of an Enforcement Event of Default which is continuing, the Chargee may if it thinks fit (but shall not be obliged to) make such payments or discharge such obligations on behalf of the Chargor. Any sums so paid by the Chargee in respect thereof shall be repayable on demand by the Chargor with interest thereon calculated in accordance with clause 2.2 and pending such repayment shall constitute part of the Secured Obligations. 5.3. The Chargee shall not have any duty to ensure that any dividends, interest or other moneys and assets receivable in respect of the Charged Property are duly and punctually paid, received or collected as and when the same become due and payable or to ensure that the correct amounts (if any) are paid or received on or in respect of the Charged Property or to ensure the taking up of any (or any offer of any) stocks, shares, rights, moneys or other property paid, distributed, accruing or offered at any time by way of redemption, bonus, rights, preference, or otherwise on or in respect of, any of the Charged Property. 5.4. The Chargor hereby authorises the Chargee to arrange at any time and from time to time (after the occurrence of an Enforcement Event of Default which is continuing) for the Charged Property or any part thereof to be registered in the name of the Chargee (or its nominee) thereupon to be held, as so registered, subject to the terms of this Charge. 5.5. The Chargor may not take any action in relation to the Charged Property or this Charge under the provisions of Section 94 of the Act (Court order for sale).

DEALINGS WITH CHARGED PROPERTY. 5.1. 4.1 Unless and until the occurrence of an Enforcement Event which of Default (as long as an Event of Default is continuing:): 5.1.1. subject always to Clause 3.3, (a) the Chargor shall continue to be entitled to exercise all voting and consensual powers pertaining to the Charged Property or any part thereof for PROVIDED THAT such Chargor shall not exercise such voting rights in any manner, or otherwise permit or agree to any (i) variation of the rights attaching to or conferred by all purposes not inconsistent or any part of the Charged Property (except as required under Clause 3.9 or with the terms prior written consent of the Security Trustee), or (ii) increase in the issued share capital of the Company, which in the opinion of the Security Trustee would prejudice the validity, enforceability or the value of, or the ability of the Security Trustee to realise, the security created by this ChargeShare Mortgage or which would cause an Event of Default to occur; and 5.1.2. (b) the Chargor shall only be entitled to receive and retain any cash dividends, but not interest or other moneys or assets accruing on or in respect of the Charged Property or any part thereof provided that released from the charge hereunder to the extent expressly permitted under the Bonds, the Bond Trust Deed, the Notes, the Note Trust Deed, the Bond Account Bank Agreement and the Note Account Bank Agreement (and if the Chargor receives any dividends, interest or other monies arising from the Charged Property which is not expressly permitted under the Bonds, the Bond Trust Deed, the Notes, the Note Trust Deed, the Bond Account Bank Agreement and the Note Account Bank Agreement, such Chargor shall not exercise such voting rights in any manner which, in hold the opinion of the Chargor, would, or would be reasonably likely to, violate the Credit Agreement or same on trust for the Security AgreementTrustee and promptly pay over the same to the Security Trustee). 5.2. 4.2 The Chargor shall pay when due all calls, installments instalments or other payments and shall discharge all other obligations, which may become due in respect of any of the Charged Property and following upon and after the occurrence of an Enforcement Event which of Default (as long as an Event of Default is continuing) or in the event that the Chargor fails to do so, the Chargee Security Trustee may if it thinks fit (but shall not be obliged to) make such payments or discharge such obligations on behalf of the Chargor. Any sums so paid by the Chargee Security Trustee in respect thereof on behalf of such Chargor shall be repayable on demand by the Chargor on demand (together with interest thereon thereon, such interest shall be calculated from the due date up to the actual date of payment (after, as well as before, judgment) determined in accordance with clause 2.2 the provisions of Condition 5.2 (Default interest) of the Terms and Conditions of the Bonds or the Notes , as the case may be, as if such reimbursement payment were an Unpaid Sum outstanding from the Chargor thereunder) and pending such repayment shall constitute part of the Secured Obligations. 5.3. 4.3 The Chargee Security Trustee shall not have any duty to ensure that any dividends, interest or other moneys and assets receivable in respect of the Charged Property are duly and punctually paid, received or collected as and when the same become due and payable or to ensure that the correct amounts (if any) are paid or received on or in respect of the Charged Property or to ensure the taking up of any (or any offer of any) stocks, shares, rights, moneys or other property paid, distributed, accruing or offered at any time by way of redemption, bonus, rights, preference, or otherwise on or in respect of, any of the Charged Property. 5.4. 4.4 The Chargor hereby authorises the Chargee Security Trustee to arrange at any time and from time to time (prior to or after the occurrence of an Enforcement Event which is continuingof Default) for the Charged Property (in relation to such Chargor) or any part thereof to be registered in the name of the Chargee Security Trustee (or its nominee) thereupon to be held, as so registered, subject to the terms of this ChargeShare Mortgage. 5.5. The Chargor may not take any action in relation to the Charged Property or this Charge under the provisions of Section 94 of the Act (Court order for sale).

DEALINGS WITH CHARGED PROPERTY. 5.1. 5.1 Unless and until the occurrence of an Enforcement Event which is continuinghas occurred: 5.1.1. subject always to Clause 3.3, (a) the Chargor shall continue to be entitled to exercise all voting and and/or consensual powers pertaining to the Charged Property or any part thereof for all purposes; (b) the Chargee will promptly (and in any event within three Business Days after the receipt thereof) release a portion of the security constituted by this Charge with a value equal to 35% of any distributions taxable for U.S. federal income tax purposes not inconsistent with on the terms of this Charge; and 5.1.2. the Chargor shall be entitled to receive and retain any cash Charged Property (including without limitation dividends, but not interest or other moneys or assets accruing on or in respect of the Charged Property or any part thereof). Any dividends, interest or other moneys or assets accruing on or in respect of the Charged Property or any part thereof provided that (other than the taxable distributions) shall be delivered by the Chargor to the appropriate accounts in which similar assets subject to this Charge are held and, subject to the immediately preceding sentence, in any event shall not be distributed to the Chargor’s shareholders during the Security Period; (c) the Chargor shall not exercise such voting rights deliver the share certificates of any securities in any manner which, in physical form received as a dividend or other distribution on the opinion of Charged Property; and (d) the Chargor, would, or would Chargor shall be reasonably likely to, violate entitled to receive all notices pertaining to the Credit Agreement or the Security AgreementCharged Shares. 5.2. The Chargor shall pay when due all calls5.2 For the avoidance of doubt, installments or other payments and shall discharge all other obligations, which may become due in respect of any of the Charged Property and following immediately after the occurrence of an Enforcement Event which is continuingEvent, the Chargee may if it thinks fit (but shall not be obliged to) make such payments any distributions on or discharge such obligations on behalf in respect of the Chargor. Any sums so paid Charged Property in connection with Clause 5.l(b) shall be retained by the Chargee in respect thereof shall be repayable on demand by the Chargor with interest thereon calculated in accordance with clause 2.2 and pending such repayment shall constitute part of the Secured ObligationsChargee. 5.3. 5.3 The Chargee shall not have any duty to ensure that any dividends, distributions, interest or other moneys and assets receivable in respect of the Charged Property are duly and punctually paid, received or collected as and when the same become due and payable or to ensure that the correct amounts (if any) are paid or received on or in respect of the Charged Property or to ensure the taking up of any (or any offer of any) stocks, shares, rights, moneys or other property paid, distributed, accruing or offered at any time by way of redemption, redemption bonus, rights, preference, or otherwise on or in respect of, any of the Charged Property. 5.4. The Chargor hereby authorises the Chargee to arrange at any time and from time to time (after the occurrence of an Enforcement Event which is continuing) for the Charged Property or any part thereof to be registered in the name of the Chargee (or its nominee) thereupon to be held, as so registered, subject to the terms of this Charge. 5.5. The Chargor may not take any action in relation to the Charged Property or this Charge under the provisions of Section 94 of the Act (Court order for sale).

DEALINGS WITH CHARGED PROPERTY. 5.1. 6.1 Unless and until the occurrence of an Enforcement Event which is continuingof Default: 5.1.1. subject always to Clause 3.3, (a) the Chargor shall continue to be entitled to exercise all voting and consensual powers pertaining to the Charged Property or any part thereof for thereof; provided that the Chargor shall not exercise such voting rights in any manner, or otherwise permit or agree to any (i) variation of the rights attaching to or conferred by all purposes not inconsistent or any part of the Charged Property (except as required under Section 4.8 or with the terms prior written consent of the Collateral Agent), or (ii) increase in the issued share capital of the Company, which in the opinion of the Collateral Agent would prejudice the validity, enforceability or the value of, or the ability of the Collateral Agent to realise, the security created by this ChargeMortgage or which would cause with passage of time or notice of default under any of the Transaction Documents or an Event of Default to occur; and 5.1.2. (b) the Chargor shall be entitled to receive and retain any cash dividends, but not interest or other moneys or assets accruing on or in respect of the Charged Property or any part thereof released from the charge hereunder subject to any restriction in the other Transaction Documents; and provided that such dividends, interest and other monies are allowed to be paid to the Chargor pursuant to the Transaction Documents (and if the Chargor receives any dividends, interest or other monies arising from the Charged Property the payment of which is not permitted under the Transaction Documents, the Chargor shall not exercise such voting rights hold the same in any manner which, in trust for the opinion of Collateral Agent and promptly pay over the Chargor, would, or would be reasonably likely to, violate same to the Credit Agreement or the Security AgreementCollateral Agent). 5.2. 6.2 The Chargor shall pay when due all calls, installments or other payments and shall discharge all other obligations, which may become due in respect of any of the Charged Property or any part thereof and following upon and after the occurrence of an Enforcement Event which is continuingof Default or in the event that the Chargor fails to do so, the Chargee may if it thinks fit (Collateral Agent may, but shall not be obliged to) , at its election make such payments or discharge such obligations on behalf of the Chargor. Any sums so paid by the Chargee Collateral Agent in respect thereof on behalf of the Chargor shall be repayable on demand reimbursed by the Chargor on demand (together with interest thereon thereon, such interest shall be calculated from the due date up to the actual date of payment (regardless whether the interest accrues before or after a judgment) at a rate per annum equal to the aggregate of 2.0% per annum and the rate per annum selected by the Collateral Agent as reflecting its cost of funds for the time being in accordance with clause 2.2 relation to the unpaid amounts) and pending such repayment reimbursement shall constitute part of the Secured Obligations. 5.3. 6.3 The Chargee Collateral Agent shall not have any duty to ensure that any dividends, interest or other moneys and assets receivable in respect of the Charged Property are duly and punctually paid, received or collected as and when the same become due and payable or to ensure that the correct amounts (if any) are paid or received on or in respect of the Charged Property or to ensure the taking up of any (or any offer of any) stocks, shares, rights, moneys or other property paid, distributed, accruing or offered at any time by way of redemption, bonus, rights, preference, or otherwise on or in respect of, any of the Charged Property. 5.4. 6.4 The Chargor hereby authorises the Chargee Collateral Agent to arrange at any time and from time to time (prior to or after the occurrence of an Enforcement Event which is continuingof Default) for the Charged Property or any part thereof to be registered in the name of the Chargee Collateral Agent (or its nominee) thereupon to be held, as so registered, subject to the terms of this Charge. 5.5. The Chargor may not take any action in relation Mortgage; provided that the Collateral Agent will have absolute and unfettered discretion as to the Charged Property or this Charge under the provisions exercise of Section 94 of the Act (Court order for sale)its functions.

DEALINGS WITH CHARGED PROPERTY. 5.1. 4.1 Unless and until the occurrence an Event of an Enforcement Event which is continuingDefault has occurred and such default has not been cured within sixty (60) Business Days: 5.1.1. subject always to Clause 3.3, (a) the Chargor shall continue hold the legal title to and shall be the actual and beneficial owner of the Charged Shares, subject to the terms of this Charge, and shall be entitled to exercise all voting and consensual powers pertaining to the Charged Property or any part thereof for all purposes not inconsistent with the terms of this Charge, the Subscription Agreement and the Other Transaction Documents; (b) the Chargor shall retain the power to control the direction, management and policies of the Company to the same extent as the Chargor would if the Charged Property were not Charged to the Chargees pursuant to this Charge unless otherwise restricted by this Charge, the Subscription Agreement and the Other Transaction Documents; and 5.1.2. (c) the Chargor shall be entitled to receive receive, retain and retain utilize any cash dividends, but not interest or other moneys moneys, assets or assets other interests accruing on or in respect of the Charged Property or any part thereof provided that for all purposes not inconsistent with the Chargor shall not exercise such voting rights in any manner whichterms of this Charge, in the opinion of Subscription Agreement and the Chargor, would, or would be reasonably likely to, violate the Credit Agreement or the Security AgreementOther Transaction Documents. 5.2. 4.2 The Chargor shall pay when due all calls, installments or other payments and shall discharge all other obligations, which may become due in respect of any of the Charged Property and following after the occurrence of an Enforcement Event which is continuingof Default, the each Chargee may if it thinks fit (but shall not be obliged to) fit, and after providing notice of such action to the Chargor, make such payments or discharge such obligations on behalf of the Chargor. Any reasonable sums so paid by the such Chargee in respect thereof shall be repayable on upon receipt o the Chargee’s written demand by the Chargor with interest thereon calculated in accordance with clause 2.2 and pending such repayment shall constitute part of the Secured Obligations. 5.3. 4.3 The Chargee Chargees shall not have any duty to ensure that any dividends, interest or other moneys and assets receivable in respect of the Charged Property are duly and punctually paid, received or collected as and when the same become due and payable or to ensure that the correct amounts (if any) are paid or received on or in respect of the Charged Property or to ensure the taking up of any (or any offer of any) stocks, shares, rights, moneys or other property paid, distributed, accruing or offered at any time by way of redemption, bonus, rights, preference, or otherwise on or in respect of, any of the Charged Property. 5.4. 4.4 The Chargor hereby authorises the authorizes each Chargee to arrange at any time and from time to time (after the occurrence of an Enforcement Event of Default which is continuinghas not been cured within sixty (60) Business Days for the Charged Property or any part thereof to be registered in the name of the such Chargee (or its nominee) thereupon to be held, as so registered, subject to the terms of this Charge. 5.5. The Chargor may not take any action in relation to the Charged Property or this Charge under the provisions of Section 94 of the Act (Court order for sale).

DEALINGS WITH CHARGED PROPERTY. 5.1. 6.1 Unless and until the occurrence of an Enforcement Event which is continuingof Default: 5.1.1. subject always to Clause 3.3, (a) the Chargor shall continue to be entitled to exercise all voting and consensual powers pertaining to the Charged Property or any part thereof for thereof; provided that the Chargor shall not exercise such voting rights in any manner, or otherwise permit or agree to any (i) variation of the rights attaching to or conferred by all purposes not inconsistent or any part of the Charged Property (except as required under Section 4.8 or with the terms prior written consent of the Collateral Agent), or (ii) increase in the issued share capital of any Company, which in the opinion of the Collateral Agent would prejudice the validity, enforceability or the value of, or the ability of the Collateral Agent to realise, the security created by this ChargeMortgage or which would cause with passage of time or notice of default under any of the Transaction Documents or an Event of Default to occur; and 5.1.2. (b) the Chargor shall be entitled to receive and retain any cash dividends, but not interest or other moneys or assets accruing on or in respect of the Charged Property or any part thereof released from the charge hereunder subject to any restriction in the other Transaction Documents; and provided that such dividends, interest and other monies are allowed to be paid to the Chargor pursuant to the Transaction Documents (and if the Chargor receives any dividends, interest or other monies arising from the Charged Property the payment of which is not permitted under the Transaction Documents, the Chargor shall not exercise such voting rights hold the same in any manner which, in trust for the opinion of Collateral Agent and promptly pay over the Chargor, would, or would be reasonably likely to, violate same to the Credit Agreement or the Security AgreementCollateral Agent). 5.2. 6.2 The Chargor shall pay when due all calls, installments or other payments and shall discharge all other obligations, which may become due in respect of any of the Charged Property or any part thereof and following upon and after the occurrence of an Enforcement Event which is continuingof Default or in the event that the Chargor fails to do so, the Chargee may if it thinks fit (Collateral Agent may, but shall not be obliged to) , at its election make such payments or discharge such obligations on behalf of the Chargor. Any sums so paid by the Chargee Collateral Agent in respect thereof on behalf of the Chargor shall be repayable on demand reimbursed by the Chargor on demand (together with interest thereon thereon, such interest shall be calculated from the due date up to the actual date of payment (regardless whether the interest accrues before or after a judgment) at a rate per annum equal to the aggregate of 2.0% per annum and the rate per annum selected by the Collateral Agent as reflecting its cost of funds for the time being in accordance with clause 2.2 relation to the unpaid amounts) and pending such repayment reimbursement shall constitute part of the Secured Obligations. 5.3. 6.3 The Chargee Collateral Agent shall not have any duty to ensure that any dividends, interest or other moneys and assets receivable in respect of the Charged Property are duly and punctually paid, received or collected as and when the same become due and payable or to ensure that the correct amounts (if any) are paid or received on or in respect of the Charged Property or to ensure the taking up of any (or any offer of any) stocks, shares, rights, moneys or other property paid, distributed, accruing or offered at any time by way of redemption, bonus, rights, preference, or otherwise on or in respect of, any of the Charged Property. 5.4. 6.4 The Chargor hereby authorises the Chargee Collateral Agent to arrange at any time and from time to time (prior to or after the occurrence of an Enforcement Event which is continuingof Default) for the Charged Property or any part thereof to be registered in the name of the Chargee Collateral Agent (or its nominee) thereupon to be held, as so registered, subject to the terms of this Charge. 5.5. The Chargor may not take any action in relation Mortgage; provided that the Collateral Agent will have absolute and unfettered discretion as to the Charged Property or this Charge under the provisions exercise of Section 94 of the Act (Court order for sale)its functions.

DEALINGS WITH CHARGED PROPERTY. 5.1. 4.1 Unless and until the occurrence of an Enforcement Event which of Default (as long as an Event of Default is continuing:): 5.1.1. subject always to Clause 3.3, (a) the Chargor shall continue to be entitled to exercise all voting and consensual powers pertaining to the Charged Property or any part thereof for provided that such Chargor shall not exercise such voting rights in any manner, or otherwise permit or agree to any (i) variation of the rights attaching to or conferred by all purposes not inconsistent or any part of the Charged Property (except as required under Clause 3.7 or with the terms prior written consent of the Security Trustee), or (ii) increase in the issued share capital of the Issuer, which in the opinion of the Security Trustee would prejudice the validity, enforceability or the value of, or the ability of the Security Trustee to realise, the security created by this ChargeShare Mortgage or which would cause an Event of Default to occur; and 5.1.2. (b) the Chargor shall only be entitled to receive and retain any cash dividends, but not interest or other moneys or assets accruing on or in respect of the Charged Property or any part thereof provided that released from the charge hereunder to the extent expressly permitted under the Notes, the Note Trust Deed, the Warrants and the Warrant Trust Deed (and if the Chargor receives any dividends, interest or other monies arising from the Charged Property which is not expressly permitted under the Notes, the Note Trust Deed, the Warrants and the Warrant Trust Deed, the Chargor shall not exercise such voting rights in any manner which, in hold the opinion of the Chargor, would, or would be reasonably likely to, violate the Credit Agreement or same on trust for the Security AgreementTrustee and promptly pay over the same to the Security Trustee). 5.2. 4.2 The Chargor shall pay when due all calls, installments instalments or other payments and shall discharge all other obligations, which may become due in respect of any of the Charged Property and following upon and after the occurrence of an Enforcement Event which of Default (as long as an Event of Default is continuing) or in the event that the Chargor fails to do so, the Chargee Security Trustee may if it thinks fit (but shall not be obliged to) make such payments or discharge such obligations on behalf of the Chargor. Any sums so paid by the Chargee Security Trustee in respect thereof on behalf of such Chargor shall be repayable on demand by the Chargor on demand (together with interest thereon thereon, such interest shall be calculated from the due date up to the actual date of payment (after, as well as before, judgment) determined in accordance with clause 2.2 the provisions of Condition 5.2 (Default interest) of the Conditions of the Notes or the Warrants, as the case may be, as if such reimbursement payment were an Unpaid Sum outstanding from the Chargor thereunder) and pending such repayment shall constitute part of the Secured Obligations. 5.3. 4.3 The Chargee Security Trustee shall not have any duty to ensure that any dividends, interest or other moneys and assets receivable in respect of the Charged Property are duly and punctually paid, received or collected as and when the same become due and payable or to ensure that the correct amounts (if any) are paid or received on or in respect of the Charged Property or to ensure the taking up of any (or any offer of any) stocks, shares, rights, moneys or other property paid, distributed, accruing or offered at any time by way of redemption, bonus, rights, preference, or otherwise on or in respect of, any of the Charged Property. 5.4. 4.4 The Chargor hereby authorises the Chargee Security Trustee to arrange at any time and from time to time (prior to or after the occurrence of an Enforcement Event which is continuingof Default) for the Charged Property (in relation to such Chargor) or any part thereof to be registered in the name of the Chargee Security Trustee (or its nominee) thereupon to be held, as so registered, subject to the terms of this ChargeShare Mortgage. 5.5. The Chargor may not take any action in relation to the Charged Property or this Charge under the provisions of Section 94 of the Act (Court order for sale).

DEALINGS WITH CHARGED PROPERTY. 5.1. 5.1 Unless and until the occurrence an Event of an Enforcement Event which is continuingDefault has occurred: 5.1.1. subject always to Clause 3.3, (a) the Chargor shall continue to be entitled to exercise all voting and and/or consensual powers pertaining to the Charged Property or any part thereof for all purposes not inconsistent with the terms of this Charge; and, the Credit Agreement and/or the other Finance Documents; 5.1.2. (b) the Chargor shall be entitled to receive and retain any cash dividendsdividend payments, but not distributions, interest or other moneys or assets accruing on or in respect of the Charged Property or any part thereof provided that thereof; and (c) the Chargor shall not exercise such voting rights in any manner which, in be entitled to receive all notices pertaining to the opinion of the Chargor, would, or would be reasonably likely to, violate the Credit Agreement or the Security AgreementCharged Shares. 5.2. 5.2 The Chargor shall pay when due all calls, installments instalments or other payments payments, and shall discharge all other obligations, which may become due in respect of any of the Charged Property and following the occurrence and, in an Event of an Enforcement Event which is continuingDefault, the Chargee may if it thinks fit (but shall not be obliged to) make such payments or discharge such obligations on behalf of the Chargor. Any sums so paid by the Chargee in respect thereof shall be repayable on demand by the Chargor with interest thereon calculated in accordance with clause 2.2 and pending such repayment shall constitute part of the Secured ObligationsLiabilities. 5.3. 5.3 The Chargee shall not have any duty to ensure that any dividendsdividend payments, distributions, interest or other moneys and assets receivable in respect of the Charged Property are duly and punctually paid, received or collected as and when the same become due and payable or to ensure that the correct amounts (if any) are paid or received on or in respect of the Charged Property or to ensure the taking up of any (or any offer of any) stocks, shares, rights, moneys or other property paid, distributed, accruing or offered at any time by way of redemption, redemption bonus, rights, preference, or otherwise on or in respect of, any of the Charged Property. 5.4. The Chargor hereby authorises the Chargee to arrange at any time and from time to time (after the occurrence of an Enforcement Event which is continuing) for the Charged Property or any part thereof to be registered in the name of the Chargee (or its nominee) thereupon to be held, as so registered, subject to the terms of this Charge. 5.5. The Chargor may not take any action in relation to the Charged Property or this Charge under the provisions of Section 94 of the Act (Court order for sale).

DEALINGS WITH CHARGED PROPERTY. 5.1. 5.1 Unless and until notice from the Chargee after the occurrence and during the continuance of an Enforcement Event which is continuingof Default: 5.1.1. subject always to Clause 3.3, (a) the Chargor shall continue to be entitled to exercise all voting and consensual powers pertaining to the Charged Property or any part thereof for all purposes not inconsistent with the terms of this ChargeCharge or the Loan Agreement; and 5.1.2. (b) the Chargor shall be entitled to receive and retain any cash dividends, but not interest or other moneys or assets accruing on or in respect of the Charged Property or any part thereof provided that the Chargor shall not exercise such voting rights in any manner which, in the opinion of the Chargor, would, or would be reasonably likely to, violate the Credit Agreement or the Security Agreementthereof. 5.2. 5.2 The Chargor shall pay when due all calls, installments or other payments and shall discharge all other obligations, which may become due in respect of any of the Charged Property and following upon the occurrence and during the continuance of an Enforcement Event which is continuingof Default, the Chargee may if it thinks fit (but shall not be obliged to) make such payments or discharge such obligations on behalf of the Chargor. Any sums so paid by the Chargee in respect thereof shall be repayable on demand by the Chargor with interest thereon calculated in accordance with clause 2.2 and pending such repayment shall constitute part of the Secured Obligations. 5.3. 5.3 The Chargee shall not have any duty to ensure that any dividends, interest or other moneys and assets receivable in respect of the Charged Property are duly and punctually paid, received or collected as and when the same become due and payable or to ensure that the correct amounts (if any) are paid or received on or in respect of the Charged Property or to ensure the taking up of any (or any offer of any) stocks, shares, rights, moneys or other property paid, distributed, accruing or offered at any time by way of redemption, bonus, rights, preference, or otherwise on or in respect of, any of the Charged Property. 5.4. 5.4 The Chargor hereby authorises the Chargee to arrange at any time and from time to time (prior to or after the occurrence of an Enforcement Event which is continuingof Default) for the Charged Property or any part thereof to be registered in the name of the Chargee (or its nominee) thereupon to be held, as so registered, subject to the terms of this Charge. 5.5. The Chargor may not take any action in relation to the Charged Property or this Charge under the provisions of Section 94 of the Act (Court order for sale).

DEALINGS WITH CHARGED PROPERTY. 5.1. 5.1 Unless and until the occurrence an Event of an Enforcement Event which is continuingDefault has occurred: 5.1.1. subject always to Clause 3.3, (a) the Chargor shall continue to be entitled to exercise all voting and and/or consensual powers pertaining to the Charged Property or any part thereof for all purposes not inconsistent with the terms of this Charge; andCharge and/or the Credit Agreement; 5.1.2. (b) the Chargor shall be entitled to receive and retain any cash dividends, but not interest or other moneys or assets accruing on or in respect of the Charged Property or any part thereof provided that thereof; and (c) the Chargor shall not exercise such voting rights in any manner which, in be entitled to receive all notices pertaining to the opinion of the Chargor, would, or would be reasonably likely to, violate the Credit Agreement or the Security AgreementCharged Shares. 5.2. 5.2 The Chargor shall pay when due all calls, installments instalments or other payments payments, and shall discharge all other obligations, which may become due in respect of any of the Charged Property and following the occurrence in an Event of an Enforcement Event which is continuingDefault, the Chargee may if it thinks fit (but shall not be obliged to) make such payments or discharge such obligations on behalf of the Chargor. Any sums so paid by the Chargee in respect thereof shall be repayable on demand by the Chargor with interest thereon calculated in accordance with clause 2.2 and pending such repayment shall constitute part of the Secured Obligations. 5.3. 5.3 The Chargee shall not have any duty to ensure that any dividends, distributions, interest or other moneys and assets receivable in respect of the Charged Property are duly and punctually paid, received or collected as and when the same become due and payable or to ensure that the correct amounts (if any) are paid or received on or in respect of the Charged Property or to ensure the taking up of any (or any offer of any) stocks, shares, rights, moneys or other property paid, distributed, accruing or offered at any time by way of redemption, redemption bonus, rights, preference, or otherwise on or in respect of, any of the Charged Property. 5.4. 5.4 The Chargor hereby authorises the Chargee to arrange at any time and from time to time (whether before or after the occurrence of an Enforcement Event which is continuingof Default) for the Charged Property or any part thereof to be registered in the name of the Chargee (or its nominee) thereupon to be held, held as so registered, registered subject to the terms of this Charge. 5.5. The Chargor may not take any action in relation to the Charged Property or this Charge under the provisions of Section 94 of the Act (Court order for sale).

DEALINGS WITH CHARGED PROPERTY. 5.1. 4.1 Unless and until the occurrence an Event of an Enforcement Event which is continuingDefault has occurred: 5.1.1. subject always to Clause 3.3, (a) the Chargor shall continue to be entitled to exercise all voting and and/or consensual powers pertaining to the Charged Property or any part thereof for all purposes not inconsistent with the terms of this ChargeCharge and/or the Loan Agreements (the rights to voting are only in so far as entitled under applicable law); and 5.1.2. (b) the Chargor shall be entitled to receive and retain any cash dividends, but not other moneys or assets accruing on or in respect of all notices pertaining to the Charged Property or any part thereof provided that the Chargor shall not exercise such voting rights in any manner which, in the opinion of the Chargor, would, or would be reasonably likely to, violate the Credit Agreement or the Security AgreementShares. 5.2. 4.2 The Chargor shall pay when due all calls, installments instalments or other payments payments, and shall discharge all other obligations, which may become due in respect of any of the Charged Property and following the occurrence in an Event of an Enforcement Event which is continuingDefault, the Chargee may if it thinks fit (but shall not be obliged to) make such payments or discharge such obligations on behalf of the Chargor. Any sums so paid by the Chargee in respect thereof shall be repayable on demand by the Chargor with interest thereon calculated in accordance with clause 2.2 and pending such repayment shall constitute part of the Secured Obligations. 5.3. 4.3 The Chargee shall not have any duty to ensure that any dividendsdistributions, interest or other moneys and assets receivable in respect of the Charged Property are duly and punctually paid, received or collected as and when the same become due and payable or to ensure that the correct amounts (if any) are paid or received on or in respect of the Charged Property or to ensure the taking up of any (or any offer of any) stocks, shares, rights, moneys or other property paid, distributed, accruing or offered at any time by way of redemption, redemption bonus, rights, preference, or otherwise on or in respect of, any of the Charged Property. 5.4. 4.4 The Chargor hereby authorises authorizes the Chargee to arrange at any time and from time to time (after the occurrence of an Enforcement Event which is continuing) of Default for the Charged Property or any part thereof to be registered in the name of the Chargee (or its nominee) thereupon to be held, held as so registered, registered subject to the terms of this Charge. 5.5. The Chargor may not take any action in relation to the Charged Property or this Charge under the provisions of Section 94 of the Act (Court order for sale).

DEALINGS WITH CHARGED PROPERTY. 5.1. 5.1 Unless and until the occurrence an Event of an Enforcement Event which is continuingDefault has occurred: 5.1.1. subject always to Clause 3.3, (a) the Chargor shall continue to be entitled to exercise all voting and and/or consensual powers pertaining to the Charged Property or any part thereof for all purposes not inconsistent with the terms of this ChargeCharge and/or the Purchase Agreement; and 5.1.2. (b) the Chargor shall be entitled to receive and retain any cash dividends, but not other moneys or assets accruing on or in respect of all notices pertaining to the Charged Property or any part thereof provided that the Chargor shall not exercise such voting rights in any manner which, in the opinion of the Chargor, would, or would be reasonably likely to, violate the Credit Agreement or the Security AgreementShares. 5.2. 5.2 The Chargor shall pay when due all calls, installments instalments or other payments payments, and shall discharge all other obligations, which may become due in respect of any of the Charged Property and following the occurrence in an Event of an Enforcement Event which is continuingDefault, the Chargee may if it thinks fit (but shall not be obliged to) make such payments or discharge such obligations on behalf of the Chargor. Any sums so paid by the Chargee in respect thereof shall be repayable on demand by the Chargor with interest thereon calculated in accordance with clause 2.2 and pending such repayment shall constitute part of the Secured Obligations. 5.35.3 Until payment in full of the Unpaid Purchase Price pursuant to the Purchase Agreement, the Chargee shall be entitled to receive and retain any dividends, interest or other moneys or assets accruing on or in respect of the Charged Property or any part thereof. The Chargee shall not have any duty to ensure that any dividends, distributions, interest or other moneys and assets receivable in respect of the Charged Property are duly and punctually paid, received or collected as and when the same become due and payable or to ensure that the correct amounts (if any) are paid or received on or in respect of the Charged Property or to ensure the taking up of any (or any offer of any) stocks, shares, rights, moneys or other property paid, distributed, accruing or offered at any time by way of redemption, redemption bonus, rights, preference, or otherwise on or in respect of, any of the Charged Property. 5.4. The Chargor hereby authorises the Chargee to arrange at any time and from time to time (after the occurrence of an Enforcement Event which is continuing) for the Charged Property or any part thereof to be registered in the name of the Chargee (or its nominee) thereupon to be held, as so registered, subject to the terms of this Charge. 5.5. The Chargor may not take any action in relation to the Charged Property or this Charge under the provisions of Section 94 of the Act (Court order for sale).

DEALINGS WITH CHARGED PROPERTY. 5.1. 5.1 Unless and until the occurrence an Event of an Enforcement Event which is continuingDefault has occurred: 5.1.1. subject always to Clause 3.3, 5.1.1 the Chargor shall continue to be entitled to exercise all voting and and/or consensual powers pertaining to the Charged Property or any part thereof for all purposes not inconsistent with the terms of this Charge; and; 5.1.2. 5.1.2 the Chargor shall be entitled to receive and retain any cash dividends, but not interest or other moneys or assets accruing on or in respect of the Charged Property or any part thereof provided that thereof; and 5.1.3 the Chargor shall not exercise such voting rights in any manner which, in be entitled to receive all notices pertaining to the opinion of the Chargor, would, or would be reasonably likely to, violate the Credit Agreement or the Security AgreementCharged Property. 5.2. 5.2 The Chargor shall pay when due all calls, installments or other payments payments, and shall discharge all other obligations, which may become due in respect of any of the Charged Property and following the occurrence of an Enforcement Event which is continuing, the Chargee may if it thinks fit (but shall not be obliged to) make such payments or discharge such obligations on behalf of the Chargor. Any sums so paid by the Chargee in respect thereof shall be repayable on demand by the Chargor with interest thereon calculated in accordance with clause 2.2 and pending such repayment shall constitute part of the Secured Obligations. 5.3. 5.3 The Chargee shall not have any duty to ensure that any dividends, interest or other moneys and assets receivable in respect of the Charged Property are duly and punctually paid, received or collected as and when the same become due and payable or to ensure that the correct amounts (if any) are paid or received on or in respect of the Charged Property or to ensure the taking up of any (or any offer of any) stocks, shares, rights, moneys or other property paid, distributed, accruing or offered at any time by way of redemption, redemption bonus, rights, preference, or otherwise on or in respect of, any of the Charged Property. 5.4. The Chargor hereby authorises the Chargee to arrange at any time and from time to time (after the occurrence of an Enforcement Event which is continuing) for the Charged Property or any part thereof to be registered in the name of the Chargee (or its nominee) thereupon to be held, as so registered, subject to the terms of this Charge. 5.5. The Chargor may not take any action in relation to the Charged Property or this Charge under the provisions of Section 94 of the Act (Court order for sale).

DEALINGS WITH CHARGED PROPERTY. 5.1. 4.1 Unless and until the occurrence of an Enforcement Event which is continuingof Default and for so long as such Event of Default continues unremedied: 5.1.1. subject always to Clause 3.3, (a) the Chargor shall continue to be entitled to exercise all voting and consensual powers pertaining to the Charged Property or any part thereof for all purposes not inconsistent consistent with the terms of this ChargeMortgage; and 5.1.2. (b) the Chargor shall be entitled to receive and retain any cash all dividends, but not interest or other moneys or assets accruing on or in respect of the Charged Property or any part thereof provided that the Chargor shall not exercise such voting rights in any manner which, in the opinion of the Chargor, would, or would be reasonably likely to, violate the Credit Agreement or the Security Agreementthereof. 5.2. 4.2 The Chargor shall pay when due all calls, installments or other payments and shall discharge all other obligations, which may become due in respect of any of the Charged Property and following the occurrence for so long as an Event of an Enforcement Event which is continuingDefault continues unremedied, the Chargee may if it thinks fit (but shall not be obliged to) make such payments or discharge such obligations on behalf of the Chargor. Any sums sum so paid by the Chargee in respect thereof shall be repayable on demand by the Chargor with interest thereon calculated in accordance with clause 2.2 and pending such repayment shall constitute part of the Secured Obligations. 5.3. 4.3 The Chargee shall not have any duty to ensure that any dividendsdividend, interest or other moneys and assets receivable in respect of the Charged Property are duly and punctually paid, received or collected as and when the same become due and payable or to ensure that the correct amounts (if any) are paid or received on or in respect of the Charged Property or to ensure the taking up of any (or any offer of any) stocks, sharesshare, rights, moneys or other property paid, distributed, accruing or offered at any time by way of redemption, bonus, rights, preference, or otherwise on or in respect of, any of the Charged Property. 5.4. 4.4 The Chargor hereby authorises the Chargee to arrange arrange, at any time and from time to time (after the occurrence of an Enforcement Event which is continuing) of Default and for so long as such Event of Default continues unremedied, for the Charged Property or any part thereof to be registered in the name of the Chargee (or its nominee) thereupon to be held, as so registered, subject to the terms of this ChargeMortgage. 5.5. The Chargor may not take any action in relation to the Charged Property or this Charge under the provisions of Section 94 of the Act (Court order for sale).

DEALINGS WITH CHARGED PROPERTY. 5.1. 6.1 Unless and until the occurrence an Event of an Enforcement Event which is continuingDefault has occurred: 5.1.1. subject always to Clause 3.3, (a) the Chargor shall continue to be entitled to exercise all voting and and/or consensual powers pertaining to the Charged Property or any part thereof for all purposes not inconsistent with the terms of this Charge; andCharge and/or the Loan Agreement and/or other Security Documents; 5.1.2. (b) the Chargor shall be entitled to receive and retain any cash dividends, but not interest or other moneys or assets accruing on or in respect of the Charged Property or any part thereof provided that thereof; and (c) the Chargor shall not exercise such voting rights in any manner which, in be entitled to receive all notices pertaining to the opinion of the Chargor, would, or would be reasonably likely to, violate the Credit Agreement or the Security AgreementCharged Shares. 5.2. 6.2 The Chargor shall pay when due all calls, installments instalments or other payments payments, and shall discharge all other obligations, which may become due in respect of any of the Charged Property and following the occurrence in an Event of an Enforcement Event which is continuingDefault, the Chargee may if it thinks fit (but shall not be obliged to) make such payments or discharge such obligations on behalf of the Chargor. Any sums so paid by the Chargee in respect thereof shall be repayable on demand by the Chargor with interest thereon calculated in accordance with clause 2.2 and pending such repayment shall constitute part of the Secured Obligations. 5.3. 6.3 The Chargee shall not have any duty to ensure that any dividends, distributions, interest or other moneys and assets receivable in respect of the Charged Property are duly and punctually paid, received or collected as and when the same become due and payable or to ensure that the correct amounts (if any) are paid or received on or in respect of the Charged Property or to ensure the taking up of any (or any offer of any) stocks, shares, rights, moneys or other property paid, distributed, accruing or offered at any time by way of redemption, redemption bonus, rights, preference, or otherwise on or in respect of, any of the Charged Property. 5.4. The Chargor hereby authorises the Chargee to arrange at any time and from time to time (after the occurrence of an Enforcement Event which is continuing) for the Charged Property or any part thereof to be registered in the name of the Chargee (or its nominee) thereupon to be held, as so registered, subject to the terms of this Charge. 5.5. The Chargor may not take any action in relation to the Charged Property or this Charge under the provisions of Section 94 of the Act (Court order for sale).