Common use of Enforcement of Pledge Clause in Contracts

Enforcement of Pledge. 9.1 Upon the occurrence of a Share Pledge Enforcement Event, the Security Trustee shall be entitled to enforce the Pledge or any part thereof by: (a) requesting repayment of the Loans and payment of all other amounts due under the Loans in accordance with the terms of the Loan Instruments; or (b) selling the Security Assets by private or public sale or auction or in such manner and on such terms as the Security Trustee in its sole discretion deems appropriate. 9.2 If the Security Trustee, a Secured Creditor or any party affiliated with the Security Trustee or a Secured Creditor (the Security Trustee, a Secured Creditor or affiliate being an “Affiliated Purchaser”) purchases the Security Assets or any part thereof (the “Acquired Assets”) following an application of Clause 9.1, otherwise than in connection with a public sale or a public or private auction, the following provisions shall apply: (a) An independent valuation agency, appointed by the Stockholm Chamber of Commerce at the request of the Security Trustee, shall be engaged as an expert to determine the market value of the Acquired Assets. The valuation agency shall be instructed by the Security Trustee. The Pledgor shall at the request of the Security Trustee provide relevant information and otherwise assist the Security Trustee in connection with the valuation. In case the valuation gives a price range, the market value shall be deemed to be the mid-value within such range. The market value shall be reduced by all costs and expenses incurred by the Affiliated Purchaser in connection with the acquisition of the Acquired Assets. (b) The Affiliated Purchaser shall agree to pay (in cash or other consideration) to the Security Trustee the difference, if any, between the market value determined pursuant to paragraph (a) above and the price initially paid by the Affiliated Purchaser for the Acquired Assets. Such payment shall be deemed to be a part of the Pledge and be applied towards satisfaction of the Secured Liabilities in accordance with Clause 10 (Application of proceeds). (c) The parties agree that a valuation or sale to an independent third party pursuant to this Clause 9.2 shall be conclusive evidence of the market value of the Acquired Assets upon enforcement. 9.3 The Security Trustee is entitled to decide in its own discretion which Security shall be applied towards the satisfaction of the Secured Liabilities and in what order. 9.4 Chapter 10 Section 2 of the Swedish Commercial Code (handelsbalken) shall not apply to this Agreement or any enforcement hereunder.

Enforcement of Pledge. 9.1 8.1 Upon the Security Trustee serving notice on the Pledgor following the occurrence of a Share Pledge Enforcement EventDefault or an Event of Default demanding the immediate repayment of any outstanding amount of the Secured Obligations and at all times thereafter, so long as the same shall be continuing, the Security Trustee shall be entitled may, in addition to enforce any other remedies provided herein or in the Pledge Indenture or by applicable law, sell the Shares or any part thereof by: (a) requesting repayment of the Loans and payment of all to a third party, for cash or other amounts due under the Loans in accordance with the terms of the Loan Instruments; or (b) selling the Security Assets by private value, publicly or public sale or auction or privately in such manner and on such terms terms, acting with due care, as the Security Trustee in its sole discretion deems appropriate. 9.2 If the Security Trusteefit, a Secured Creditor or any party affiliated with after the Security Trustee or has given the Pledgor seven (7) business days prior notice of the time and place of any public sale or, as the case may be, the time after which a Secured Creditor (private sale may be made, and the Security Trustee, a Secured Creditor Trustee shall not be liable for any loss arising from or affiliate being an “Affiliated Purchaser”) purchases in connection with the Security Assets realisation of the Shares or any part thereof provided that it has acted with due care. 8.2 All costs and expenses (the “Acquired Assets”including legal fees) following an application of Clause 9.1, otherwise than in connection with a public sale or a public or private auction, the following provisions shall apply: (a) An independent valuation agency, appointed by the Stockholm Chamber of Commerce at the request of the Security Trustee, shall be engaged as an expert to determine the market value of the Acquired Assets. The valuation agency shall be instructed incurred by the Security Trustee. The Pledgor shall at Trustee and the request of the Security Trustee provide relevant information and otherwise assist the Security Trustee in connection with the valuation. In case enforcement of the valuation gives a price range, the market value security created by this Agreement shall be deemed to be the mid-value within such range. The market value shall be reduced by all costs and expenses incurred borne by the Affiliated Purchaser in connection with Pledgor and the acquisition of the Acquired Assets. (b) The Affiliated Purchaser Pledgor shall agree to pay (in cash or other consideration) to indemnify and hold the Security Trustee the difference, if any, between the market value determined pursuant to paragraph (a) above harmless in respect of such costs and the price initially paid by the Affiliated Purchaser for the Acquired Assets. Such payment shall be deemed to be a part of the Pledge and be applied towards satisfaction of the Secured Liabilities in accordance with Clause 10 (Application of proceeds)expenses. (c) The parties agree that a valuation or sale to an independent third party pursuant to this Clause 9.2 shall be conclusive evidence of the market value of the Acquired Assets upon enforcement. 9.3 The Security Trustee is entitled to decide in its own discretion which Security shall be applied towards the satisfaction of the Secured Liabilities and in what order. 9.4 8.3 Chapter 10 Section 2 of the Swedish Commercial Code (handelsbalkenSw: Handelsbalken 10:2) shall not apply to the this Agreement. 8.4 All moneys received by the Security Trustee in exercise of the rights, powers and remedies under this Agreement or by law shall be applied by the Security Trustee in the manner and order set out in the Indenture. 8.5 For the purpose of enforcing the security created by this Agreement upon the occurrence of a Default or an Event of Default, the Pledgor irrevocably authorises and empowers the Security Trustee to act in the name of the Pledgor, and on behalf of the Pledgor to do all acts and take any enforcement hereundernecessary or appropriate steps in respect of the sale of the Security Assets. The power of attorney set out in this Clause 8.5 and Schedule 3 shall be valid for as long as this Agreement remains in force.

Enforcement of Pledge. 9.1 Upon 10.1 For the occurrence duration of a Share Pledge Standstill Period in accordance with clause 19.2.2 of the STID or an Enforcement EventPeriod, the Security Trustee shall be entitled to enforce the Pledge or any part thereof by: (a) requesting repayment of the Loans and payment of all other amounts due under the Loans thereof, in accordance with the terms of the Loan Instruments; or (b) selling the Security Assets STID, by private or public sale or auction or in such manner and on such terms as the Security Trustee in its sole discretion deems appropriate. 9.2 10.2 If the Security Trustee, a Secured Creditor or any party affiliated with the Security Trustee or a Secured Creditor (the Security Trustee, a Secured Creditor or affiliate being an “Affiliated Purchaser”) purchases the Security Assets or any part thereof (the “Acquired Assets”) following an application of Clause 9.110.1, otherwise than in connection with a public sale or a public or private auction, the following provisions shall apply: (a) An independent valuation agency, appointed by the Stockholm Chamber of Commerce at the request of the Security Trustee, shall be engaged as an expert to determine the market value of the Acquired Assets. The valuation agency shall be instructed by the Security Trustee. The Pledgor shall at the request of the Security Trustee provide relevant information and otherwise assist the Security Trustee in connection with the valuation. In case the valuation gives a price range, the market value shall be deemed to be the mid-value within such range. The market value shall be reduced by all costs and expenses incurred by the Affiliated Purchaser in connection with the acquisition of the Acquired Assets. (b) The Affiliated Purchaser shall agree to pay (in cash or other consideration) to the Security Trustee the difference, if any, between the market value determined pursuant to paragraph (a) above and the price initially paid by the Affiliated Purchaser for the Acquired Assets. Such payment shall be deemed to be a part of the Pledge and be applied towards satisfaction of the Secured Liabilities in accordance with Clause 10 11 (Application of proceeds). (c) The parties agree that a valuation or sale to an independent third party pursuant to this Clause 9.2 10.2 shall be conclusive evidence of the market value of the Acquired Assets upon enforcement. 9.3 10.3 The Security Trustee is entitled to decide in its own discretion which Security shall be applied towards the satisfaction of the Secured Liabilities and in what order. 9.4 10.4 Chapter 10 Section 2 of the Swedish Commercial Code (handelsbalken) shall not apply to this Agreement or any enforcement hereunder.

Enforcement of Pledge. 9.1 11.1. Upon the occurrence of a Share Pledge an Enforcement EventEvent the Pledgee shall, the Security Trustee shall immediately and without further notice (mise en demeure), be entitled to enforce the Pledge and exercise all its rights and powers by virtue of this Agreement and, in particular, the Pledgee shall be entitled to: 11.1.1. appropriate the Pledged Assets, as determined by an independent external auditor (réviseur d’entreprises) registered with the Institut Luxembourgeois des Réviseurs d’Entreprises, designated by the Pledgee; 11.1.2. sell the Pledged Assets in a private sale on arms’ length commercial terms (conditions commerciales normales), in a sale organised by a stock exchange or in a public sale (organised at the discretion of the Pledgee and which, for the avoidance of doubt, does not need to be made by or within a stock exchange); 11.1.3. request a judicial decision that the Pledged Assets shall be attributed to the Pledgee in discharge of the Secured Obligations following a valuation of the Pledged Assets made by a court-appointed expert; 11.1.4. proceed to a set-off between the Secured Obligations and the Pledged Assets valuated at their fair market value, as determined by an independent external auditor (réviseur d’entreprises) registered with the Institut Luxembourgeois des Réviseurs d’Entreprises, designated by the Pledgee; 11.1.5. realise or, as the case may be, appropriate the Pledged Assets in the most favourable manner provided by the 2005 Law; and 11.1.6. request the Luxembourg Account Bank to make payment to the Pledgee of the Pledged Assets standing to the credit of the Pledged Accounts into such bank account as designated by the Pledgee. 11.2. Any monies received by the Pledgee upon enforcement of the Pledge in accordance with the provisions of this Clause 11 shall be applied, after the discharge of all liabilities having priority to the Secured Obligations, to pay all or any part thereof by: (a) requesting repayment of the Loans and payment of all other amounts due under the Loans then outstanding Secured Obligations in accordance with the terms of the Loan Instruments; or (b) selling Group Intercreditor Deed and the Security Assets by private or public sale or auction or Trust Agreement, without prejudice to the rights of the Pledgee to recover any shortfall from any other obligor (if any) with regard to the Secured Obligations, except that the Pledgee may credit the same to a suspense account for so long and in such manner and on such terms as the Security Trustee in its sole discretion deems appropriatePledgee may from time to time determine. Any surplus monies received by the Pledgee once the Secured Obligations have been unconditionally and irrevocably paid and discharged shall be forthwith returned to the Pledgor or such other person(s) entitled to it. 9.2 If the Security Trustee, a Secured Creditor or any party affiliated with the Security Trustee or a Secured Creditor (the Security Trustee, a Secured Creditor or affiliate being an “Affiliated Purchaser”) purchases the Security Assets or any part thereof (the “Acquired Assets”) following an application of Clause 9.1, otherwise than in connection with a public sale or a public or private auction11.3. Upon enforcement as described above, the following provisions Pledgee shall apply: (a) An independent valuation agency, appointed by have the Stockholm Chamber of Commerce at the right to request enforcement of the Security Trustee, shall be engaged as an expert to determine the market value Pledge in respect of the Acquired Assets. The valuation agency shall be instructed by the Security Trustee. The Pledgor shall at the request of the Security Trustee provide relevant information and otherwise assist the Security Trustee in connection with the valuation. In case the valuation gives a price range, the market value shall be deemed to be the mid-value within such range. The market value shall be reduced by all costs and expenses incurred by the Affiliated Purchaser in connection with the acquisition of the Acquired Assets. (b) The Affiliated Purchaser shall agree to pay (in cash or other consideration) to the Security Trustee the difference, if any, between the market value determined pursuant to paragraph (a) above and the price initially paid by the Affiliated Purchaser for the Acquired Assets. Such payment shall be deemed to be a part of the Pledged Assets in its absolute discretion. No action, choice or absence of action in this respect, or partial enforcement, shall in any manner affect the Pledge and be applied towards satisfaction over the part of the Secured Liabilities Pledged Assets which has not been subject to enforcement. The Pledge shall continue to remain in accordance with Clause 10 (Application of proceeds)full and valid existence until enforcement, discharge or termination hereof, as the case may be. (c) The parties agree that a valuation or sale to an independent third party pursuant to this Clause 9.2 11.4. Any surplus monies received by the Pledgee once the Secured Obligations have been unconditionally and irrevocably paid and discharged shall be conclusive evidence of forthwith returned to the market value of the Acquired Assets upon enforcementPledgor. 9.3 The Security Trustee is entitled to decide in its own discretion which Security shall be applied towards the satisfaction of the Secured Liabilities and in what order. 9.4 Chapter 10 Section 2 of the Swedish Commercial Code (handelsbalken) shall not apply to this Agreement or any enforcement hereunder.