Common use of Exercise of Remedies and Application of Proceeds Clause in Contracts

Exercise of Remedies and Application of Proceeds. 7.1 Upon notice being served on the Trustee under Clause 7.5 of the Indenture following the occurrence of an Event of Default and at all times thereafter, so long as the same shall be continuing, the Trustee: (i) shall concurrently serve such notice on the Pledgor, and (ii) may, in its sole discretion and in addition to any other remedies provided herein or by applicable law, sell the Shares or any part thereof publicly or privately, for cash or other consideration, after the Trustee has given the Pledgor ten (10) Business Days' prior written notice of the time and place of any such public sale, or the time after which any such private sale may be made. 7.2 If the Trustee, any of the Secured Parties or any party affiliated with the Trustee or any of the Secured Parties, purchases the Shares or any part thereof at a private sale following an application of Clause 7.1 hereof, an independent valuation agency, appointed by the Stockholm Chamber of Commerce, shall be engaged as an expert to determine the fair market value of the Shares or the part thereof. The Trustee shall procure that any purchaser under this Clause 7.2 hereof shall pay (in cash or other consideration) to the Trustee the difference, if any, between such determined value and the price initially paid by such purchaser for the Shares or the part thereof. 7.3 The Trustee shall not be liable for any loss arising from or in connection with the enforcement of its rights under this Agreement or the sale or disposal of the Shares or any part thereof provided that the Trustee has acted in accordance with the standards set forth in the Indenture. 7.4 All reasonable costs and expenses (including legal fees) incurred by the Trustee or the Secured Parties in connection with the enforcement of the security created by this Agreement shall be borne by the Pledgor and the Pledgor shall indemnify and hold the Trustee and the Secured Parties harmless in respect of such costs and expenses. All costs and expenses shall be included in the Secured Obligations. This indemnity shall survive the termination of this Agreement, and the resignation and removal of the Trustee. 7.5 Chapter 10 of the Swedish Commercial Code (Sw: HANDELSBALKEN) shall not apply to the exercise of the powers of sale as stated in Clause 7.1 hereof. 7.6 All moneys (or other consideration) received by the Trustee, or its designee, in exercise of the rights, powers and remedies under this Agreement or by law shall be applied by the Trustee in discharge of the Secured Obligations in the manner and order determined by the Trustee, in accordance with the terms of the Indenture. When all Secured Obligations have been fully and irrevocably discharged, the surplus (if any) shall be paid to the Pledgor.

Exercise of Remedies and Application of Proceeds. 7.1 Upon notice being served on Notwithstanding the Trustee under Clause 7.5 provisions of Article 6 of the Indenture following the occurrence of an Event of Default and at all times thereafterIndenture, so long as the same shall be continuingany Finance Liability remains outstanding to more than one Secured Party, the Trustee: following provisions shall apply: (ia) If a Trigger Event shall concurrently serve such notice on have occurred and be continuing (subject to the Pledgor, and (ii) may, in its sole discretion and in addition to any other remedies provided herein or by applicable law, sell requirement that the Shares or any part thereof publicly or privately, for cash or other consideration, after the Trustee has given the Pledgor ten (10) Business Days' prior Collateral Agent shall have received written notice pursuant to Section 5.2(a)), upon the written request of the time and place of any such public saleRequired Secured Parties, or the time after which any such private sale may be made. 7.2 If the TrusteeCollateral Agent, any of the Secured Parties or any party affiliated with the Trustee or any on behalf of the Secured Parties, purchases shall give the Shares Depositary Bank a written notice that a Trigger Event has occurred (the date of such notice, the "Trigger Event Date") and direct the Depositary Bank to render an accounting of the current balance of each Depositary Account and of any other Monies of the Issuer, the Subsidiary Guarantor and any Additional Guarantor administered by such Depositary Bank. No Secured Party shall be deemed to have knowledge or notice of the occurrence of any Event of Default until such Secured Party has received a written notice of such Event of Default from the Issuer, the Subsidiary Guarantor, an Additional Guarantor or any part thereof at other Person for whom such Secured Party is acting as agent or trustee. (b) If a private sale following an application Trigger Event shall have occurred and be continuing (subject to the requirement that the Collateral Agent shall have received written notice pursuant to Section 5.2(a)), and only in such event, upon the written request of Clause 7.1 hereofthe Required Secured Parties, an independent valuation agency, appointed by the Stockholm Chamber of Commerce, Collateral Agent shall be engaged as an expert authorized to determine take any and all actions and to exercise any and all rights, remedies and options which it may have under the fair market value of Security Documents or which the Shares or the part thereof. The Trustee shall procure that any purchaser Required Secured Parties direct it to take under this Clause 7.2 hereof shall pay (in cash or other consideration) to Agreement, including realization and foreclosure on the Trustee the differenceCollateral; provided, however, that if any, between such determined value and the price initially paid by such purchaser for the Shares or the part thereof. 7.3 The Trustee shall not be liable for any loss arising from or in connection with the enforcement of its rights under this Agreement or the sale or disposal of the Shares or any part thereof provided that the Trustee has acted in accordance with the standards a bankruptcy event set forth in the Indenture. 7.4 All reasonable costs and expenses (including legal fees) incurred by , the Trustee Working Capital Facility or the Secured Parties in connection with the enforcement of the security created by this Agreement shall be borne by the Pledgor and the Pledgor shall indemnify and hold the Trustee and the Secured Parties harmless any other Finance Document in respect of such costs and expenses. All costs and expenses shall be included in the Secured Obligations. This indemnity shall survive the termination of this Agreement, and the resignation and removal of the Trustee. 7.5 Chapter 10 of the Swedish Commercial Code (Sw: HANDELSBALKEN) shall not apply to the exercise of the powers of sale as stated in Clause 7.1 hereof. 7.6 All moneys (or other consideration) received by the Trustee, or its designee, in exercise of the rights, powers and remedies under this Agreement or by law shall be applied by the Trustee in discharge of the Secured Obligations in the manner and order determined by the Trustee, in accordance with the terms of the Indenture. When all Secured Obligations have been fully and irrevocably dischargedIssuer, the surplus (if any) shall be paid to Subsidiary Guarantor or any Additional Guarantor has caused the Pledgor.Trigger Event, the

Exercise of Remedies and Application of Proceeds. 7.1 6.1 Upon notice being served on the Trustee under Clause receiving notice as contemplated by Section 7.5 of the Indenture following the occurrence of an Event of Default and at all times thereafter, so long as the same shall be continuing, the Trustee: (i) shall concurrently promptly serve such notice thereof on the PledgorAssignor, and (ii) may, in its sole discretion and in addition to any other remedies provided herein herein, in the Indenture or by applicable law, (i) request repayment of the Subsidiary Debt subject to and in accordance with the terms and conditions of the Shareholder Loan No. 1A or (ii) sell the Shares Loan Note or any part thereof of the Subsidiary Debt publicly or privately, for cash or other consideration, after the Trustee has given the Pledgor Assignor ten (10) Business Days' prior written notice of the time and place of any such public sale, or the time after which any such private sale may be made. 7.2 If the Trustee, any . A sale of the Secured Parties or any party affiliated with the Trustee or any of the Secured Parties, purchases the Shares Loan Note or any part thereof at of the Subsidiary Debt may only be made to a private sale following an application of Clause 7.1 hereof, an independent valuation agency, appointed purchaser who agrees to be bound by the Stockholm Chamber of Commerce, shall be engaged as an expert to determine the fair market value terms of the Shares Shareholder Loan No. 6.2 Except as provided for in Clause 6.1 hereof or in the part thereofShareholder Loan No. The Trustee shall procure that any purchaser under this Clause 7.2 hereof shall pay (in cash or other consideration) to 1A, the Trustee may not request the difference, if any, between such determined value and repayment of the price initially paid by such purchaser for the Shares or the part thereofSubsidiary Debt. 7.3 6.3 The Trustee shall not be liable for any loss arising from or in connection with the enforcement of its rights under this Agreement or the sale or disposal realisation of the Shares or any part thereof security over the Subsidiary Debt provided that the Trustee has acted in accordance with the standards set forth in the Indenture. 7.4 6.4 All reasonable costs and expenses (including legal fees) incurred by the Trustee or the Secured Parties in connection with the enforcement of the security created by this Agreement shall be borne by the Pledgor Assignor and the Pledgor Assignor shall indemnify and hold the Trustee and the Secured Parties harmless in respect of such costs and expenses. All costs and expenses shall be included in the Secured Obligations. This indemnity shall survive the termination of this Agreement, and the resignation and removal of the Trustee. 7.5 Chapter 10 of the Swedish Commercial Code (Sw: HANDELSBALKEN) shall not apply to the exercise of the powers of sale as stated in Clause 7.1 hereof. 7.6 All moneys (or other consideration) received by the Trustee, or its designee, in exercise of the rights, powers and remedies under this Agreement or by law shall be applied incurred by the Trustee in discharge of the Secured Obligations in the manner and order determined by the Trustee, in accordance with the terms of the Indenture. When all Secured Obligations have been fully and irrevocably discharged, the surplus (if any) shall be paid to the Pledgor.or an

Exercise of Remedies and Application of Proceeds. 7.1 2.7.1 Upon the Collateral Agent serving a notice being served on of default to the Trustee under Clause 7.5 of the Indenture following the occurrence of an Event of Default Pledgor and at all times thereafter, so long as provided that a non-remedied breach exists under the same Note Purchase Agreement and following the end of any applicable remedy periods, the Collateral Agent shall be continuingentitled to enforce sale of all or part of the Security Assets in accordance with the mandatory provisions of the Enforcement Act. The Collateral Agent and the Pledgor may agree to sell all or part of the Shares in another way than described in the Enforcement Act. 2.7.2 For the purpose of enforcing the security created by this Share Pledge Agreement and to the extent permitted by law, the Trustee: (i) shall concurrently serve such Pledgor irrevocably authorises and empowers the Collateral Agent upon the serving of a notice on of default, where as a non-remedied breach exists under the Note Purchase Agreement and in accordance with Clause 2.7.1, to act in the name of the Pledgor, and (ii) may, in its sole discretion and in addition to any other remedies provided herein or by applicable law, sell the Shares or any part thereof publicly or privately, for cash or other consideration, after the Trustee has given on behalf of the Pledgor ten (10) Business Days' prior written notice to do all acts and take any necessary or appropriate steps in respect of the time Security Assets in accordance with this Share Pledge Agreement, including but not limited to attend all general meetings of the Target Companies as the Pledgor's representative and place to vote at such general meeting for all shares owned by the Pledgor. The power of any such public sale, or the time after which any such private sale may attorney set out in this Clause 2.7.2 shall be madevalid for as long as this Share Pledge Agreement remains in force. 7.2 If the Trustee, any of the Secured Parties or any party affiliated with the Trustee or any of the Secured Parties, purchases the Shares or any part thereof at a private sale following an application of Clause 7.1 hereof, an independent valuation agency, appointed by the Stockholm Chamber of Commerce, shall be engaged as an expert to determine the fair market value of the Shares or the part thereof. 2.7.3 The Trustee shall procure that any purchaser under this Clause 7.2 hereof shall pay (in cash or other consideration) to the Trustee the difference, if any, between such determined value and the price initially paid by such purchaser for the Shares or the part thereof. 7.3 The Trustee Collateral Agent shall not be liable for any loss arising from or in connection with the enforcement of its rights under this Share Pledge Agreement or the sale or disposal realisation of the Shares or any part thereof provided that except in case of gross negligence or wilful misconduct. In no case shall the Trustee has acted in accordance with the standards set forth in the IndentureCollateral Agent be held responsible for any indirect damage or consequential loss. 7.4 2.7.4 All reasonable costs and expenses (including including, but not limited to, legal fees) incurred by the Trustee or the Secured Parties Collateral Agent in connection with the enforcement of the security created by this Share Pledge Agreement shall be borne by the Pledgor and the Pledgor shall indemnify and hold the Trustee and the Secured Parties Collateral Agent harmless in respect of such costs and expenses. All costs and expenses shall be included in the Secured Obligations. This indemnity shall survive the termination of this Agreement, and the resignation and removal of the Trustee. 7.5 Chapter 10 of the Swedish Commercial Code (Sw: HANDELSBALKEN) shall not apply to the exercise of the powers of sale as stated in Clause 7.1 hereof. 7.6 2.7.5 All moneys (or other consideration) received by the Trustee, Collateral Agent; or its designee, in exercise of the rights, powers and remedies under this Share Pledge Agreement or by law shall be applied by the Trustee Collateral Agent in discharge of the Secured Obligations in the manner and order determined by the Trustee, in accordance with the terms provisions of the IndentureNote Purchase Agreement. When all Secured Obligations obligations secured by this Share Pledge Agreement have been fully and irrevocably discharged, the surplus (if any) shall be paid to the Pledgor. 2.7.6 The Pledgor hereby irrevocably and unconditionally undertakes to refrain from making use of any pre-emption rights or rights of first refusal under the Articles of Association or any other such right pursuant to any agreement or under any law, in relation to or following the sale of the Security Assets or any of them pursuant to this Share Pledge Agreement.