Common use of Following an Event of Default Clause in Contracts

Following an Event of Default. At any time after an Event of Default or the Notes shall otherwise have become due and repayable or the Note Trustee shall have received any money which it proposes to pay under Clause 8 to the Noteholders or at any time after Individual Note Certificates have not been issued when so required in accordance with this Deed, the Note Trustee may: 2.3.1 by notice in writing to the Issuer, the Principal Paying Agent, the Agent Bank, the Registrar, and the other Paying Agents require the Principal Paying Agent, the Registrar, the other Paying Agents and the Agent Bank pursuant to the Paying Agency and the Agent Bank Agreement: (a) to act thereafter as Principal Paying Agent, Paying Agents, the Registrar and the Agent Bank respectively of the Note Trustee in relation to payments to be made or in relation to calculations and other related functions (as the case may be) by or on behalf of the Note Trustee under the provisions of this Deed on the terms provided in the Paying Agency and Agent Bank Agreement (with consequential amendments as necessary and save that the Note Trustee's liability under any provisions thereof for the indemnification of the Principal Paying Agent, the Paying Agents, the Registrar and the Agent Bank shall be limited to that amount for the time being held by the Note Trustee on the relative trusts of this Deed which is available to be applied by the Note Trustee for such purpose) and thereafter to hold all Note Certificates and all sums, documents and records held by them in respect of the Notes on behalf of the Note Trustee; and/or (b) to deliver up all Note Certificates and all sums, documents and records held by them in respect of such Notes to the Note Trustee or as the Note Trustee shall direct in such notice, provided that such notice shall be deemed not to apply to any documents or records which the relevant Paying Agent, the Registrar or Agent Bank is obliged not to release by any law or regulation; and 2.3.2 by notice in writing to the Issuer require it to make all subsequent payments in respect of the Notes appertaining thereto to, or to the order of, the Note Trustee and not to the Principal Paying Agent and, with effect from the issue of any such notice to the Issuer and until such notice is withdrawn, Clause 2.2.2 shall cease to have effect.

Following an Event of Default. At any time after an any Event of Default or the Notes shall otherwise have become due and repayable or the Note Trustee Potential Event of Default shall have received any money which it proposes to pay under Clause 8 to the Noteholders or at any time after Individual Note Certificates have not been issued when so required in accordance with this Deedoccurred, the Note Trustee may: 2.3.1 (a) by notice in writing to the Issuer, the Guarantor, the Principal Paying Agent, the Agent Bank, the Registrar, and the other Paying Agents require the Principal Paying Agent, the Registrar, Agent and the other Paying Agents and the Agent Bank pursuant to the Paying Agency and the Agent Bank Agreementor any of them: (ai) to act thereafter thereafter, until otherwise instructed by the Trustee, as Principal Paying Agent, Paying Agents, the Registrar and the Agent Bank respectively agents of the Note Trustee in relation to payments to be made or in relation to calculations and other related functions (as the case may be) by or on behalf of the Note Trustee under the provisions of this Trust Deed on the terms provided in the Paying Agency and Agent Bank Agreement (with consequential amendments as necessary and save that the Note Trustee's liability under any provisions thereof for the indemnification indemnification, remuneration and payment of out-of-pocket expenses of the Principal Paying Agent, the Paying Agents, the Registrar and the Agent Bank Agents shall be limited to that amount amounts for the time being held by the Note Trustee on the relative trusts of this Trust Deed which is in relation to the Notes on the terms of this Trust Deed and available to be applied by the Note Trustee for such purpose) and thereafter to hold all Note Certificates and all sums, documents and records held by them in respect of the Notes on behalf of the Note Trustee; and/or (bii) to deliver up all Note Certificates and all sums, documents and records held by them in respect of such the Notes and Note Certificates to the Note Trustee or as the Note Trustee shall direct in such notice, notice provided that such notice shall be deemed not to apply to any documents document or records record which the relevant Paying Agent, the Registrar or Agent Bank is obliged not to release by any law or regulation; and 2.3.2 (b) by notice in writing to the Issuer and the Guarantor require it the Issuer or the Guarantor (as the case may be) to make all subsequent payments in respect of the Notes appertaining thereto to, and Note Certificates to or to the order of, of the Note Trustee and not to the Principal Paying Agent and, with effect from the issue of any such notice to the Issuer and until such notice is withdrawn, proviso (i) to Clause 2.2.2 3.1 (Covenant to repay) and (so far as it concerns payments by the Issuer or the Guarantor (as the case may be)) Clause 10.4 (Payment to Noteholders ) shall cease to have effect.

Following an Event of Default. At any time after an Event of Default or the Notes shall otherwise have become due and repayable or the Note Trustee shall have received any money which it proposes to pay under Clause 8 to the Noteholders or at any time after Individual Note Certificates have not been issued when so required in accordance with this Deed, the Note Trustee may: 2.3.1 by notice in writing to the Issuer, the Principal Paying Agent, the Agent Bank, the Registrar, and the other Paying Agents require the Principal Paying Agent, the Registrar, the other Paying Agents and the Agent Bank pursuant to the Paying Agency and the Agent Bank Agreement: (a) to act thereafter as Principal Paying Agent, Paying Agents, the Registrar and the Agent Bank respectively of the Note Trustee in relation to payments to be made or in relation to calculations and other related functions (as the case may be) by or on behalf of the Note Trustee under the provisions of this Deed on the terms provided in the Paying Agency and Agent Bank Agreement (with consequential amendments as necessary and save that the Note Trustee's liability under any provisions thereof for the indemnification of the Principal Paying Agent, the Paying Agents, the Registrar and the Agent Bank shall be limited to that amount for the time being held by the Note Trustee on the relative trusts of this Deed which is available to be applied by the Note Trustee for such purpose) and thereafter to hold all Note Certificates and all sums, documents and records held by them in respect of the Notes on behalf of the Note Trustee; and/or (b) to deliver up all Note Certificates and all sums, documents and records held by them in respect of such Notes to the Note Trustee or as the Note Trustee shall direct in such notice, provided that such notice shall be deemed not to apply to any documents or records which the relevant Paying Agent, the Registrar or Agent Bank is obliged not to release by any law or regulation; and 2.3.2 by notice in writing to the Issuer require it to make all subsequent payments in respect of the Notes appertaining thereto to, to or to the order of, of the Note Trustee and not to the Principal Paying Agent and, with effect from the issue of any such notice to the Issuer and until such notice is withdrawn, Clause 2.2.2 shall cease to have effect.

Following an Event of Default. At any time after an any Event of Default or the Notes shall otherwise have become due and repayable or the Note Trustee Potential Event of Default shall have received any money which it proposes to pay under Clause 8 to the Noteholders or at any time after Individual Note Certificates have not been issued when so required in accordance with this Deedoccurred, the Note Trustee may: 2.3.1 (a) by notice in writing to the Issuer, the Guarantors, the Principal Paying Agent, the Agent Bank, the Registrar, and the other Paying Agents require the Principal Paying Agent, the Registrar, Agent and the other Paying Agents and the Agent Bank pursuant to the Paying Agency and the Agent Bank Agreementor any of them: (ai) to act thereafter thereafter, until otherwise instructed by the Trustee, as Principal Paying Agent, Paying Agents, the Registrar and the Agent Bank respectively Agents of the Note Trustee in relation to payments to be made or in relation to calculations and other related functions (as the case may be) by or on behalf of the Note Trustee under the provisions of this Trust Deed and the Notes on the terms provided in the Paying Agency and Agent Bank Agreement (with consequential amendments as necessary and save that the Note Trustee's ’s liability under any provisions thereof for the indemnification indemnification, remuneration and payment of out-of-pocket expenses of the Principal Paying Agent, the Paying Agents, the Registrar and the Agent Bank Agents shall be limited to that amount amounts for the time being held by the Note Trustee on the relative trusts of this Trust Deed which is in relation to the Notes on the terms of this Trust Deed and available to be applied by the Note Trustee for such purpose) and thereafter to hold all Note Certificates Notes and Coupons and all sums, documents and records held by them in respect of the Notes and Coupons on behalf of the Note Trustee; and/or (bii) to deliver up all Note Certificates Notes and Coupons and all sums, documents and records held by them in respect of such Notes and Coupons to the Note Trustee or as the Note Trustee shall direct in such notice, notice provided that such notice shall be deemed not to apply to any documents document or records record which the relevant Paying Agent, the Registrar or Agent Bank is obliged not to release by any law or regulation; and 2.3.2 (b) by notice in writing to the Issuer and the Guarantors require it each of them to make all subsequent payments in respect of the Notes appertaining thereto to, and Coupons to or to the order of, of the Note Trustee and not to the Principal Paying Agent and, with effect from the issue of any such notice to the Issuer and until such notice is withdrawn, sub-clause 2.1(a) of Clause 2.2.2 2.1 (Covenant to Repay) and (so far as it concerns payments by the Issuer or any Guarantor) Clause 9.4 (Payment to Noteholders and Couponholders) shall cease to have effect.

Following an Event of Default. At any time after an Event of Default or the Notes shall otherwise have 5.2.1 This Security will become due and repayable or the Note Trustee shall have received any money which it proposes to pay under Clause 8 to the Noteholders or at any time after Individual Note Certificates have not been issued when so required in accordance with this Deed, the Note Trustee may: 2.3.1 by notice in writing to the Issuer, the Principal Paying Agent, the Agent Bank, the Registrar, and the other Paying Agents require the Principal Paying Agent, the Registrar, the other Paying Agents and the Agent Bank pursuant to the Paying Agency and the Agent Bank Agreementimmediately enforceable: (a) if an Event of Default occurs; or (b) if the Chargor fails to act thereafter as Principal Paying Agent, Paying Agentsdischarge any payment obligations at the stated maturity date under the Loan Agreement. 5.2.2 After this Security has become enforceable, the Registrar Security Agent may pursuant to the decision of the Majority Lenders (in the name of the Chargor or otherwise and without any further consent or authority on the part of the Chargor and irrespective of any direction given by the Chargor): (a) exercise or refrain from exercising (or direct its nominee to exercise or refrain from exercising) all voting rights and any other powers or rights in respect of the Secured Shares, and the Chargor shall comply, or procure compliance, with any directions the Security Agent Bank respectively may give, in its absolute discretion, in respect of the Note Trustee in relation to payments to be made or in relation to calculations exercise of those voting and other related functions rights and powers; (as b) apply all dividends, interest or other monies paid or payable in respect of the case may be) Secured Shares and, if any such dividends, interest or other monies are received by or on behalf of the Note Trustee under Chargor, the provisions of this Deed Chargor shall hold all such dividends, interest and other monies on the terms provided in the Paying Agency and Agent Bank Agreement (with consequential amendments as necessary and save that the Note Trustee's liability under any provisions thereof trust for the indemnification Security Agent and the Lenders and shall immediately pay them to the Security Agent or as it may direct; (c) transfer the Secured Shares into the names of the Principal Paying AgentLenders (or such nominees of the Majority Lenders as the Majority Lenders shall require), the Paying Agentsand for this purpose, the Registrar and the Agent Bank shall be limited to that amount for the time being complete all instruments of transfer held by the Note Trustee Security Agent in relation to the Secured Shares in favour of the Lenders (or such nominees of the Majority Lenders as the Majority Lenders shall require) and have the Secured Shares transferred into the name of the Lenders (or such nominees of the Majority Lenders as the Majority Lenders shall require) or, as applicable, into an account in the name of the Lenders (or such nominees of the Majority Lenders as the Majority Lenders shall require); and (d) in addition to any other power created under this Deed, exercise or refrain from exercising (or direct its nominee to exercise or refrain from exercising) all the powers and rights conferred on the relative trusts of this Deed which is available to be applied or exercisable by the Note Trustee for such purpose) and thereafter legal or beneficial owner of the Secured Shares. 5.2.3 The Chargor irrevocably appoints the Security Agent or its nominee as its proxy to hold exercise all Note Certificates and all sums, documents and records held by them voting rights in respect of the Notes on behalf of Secured Shares with effect from the Note Trustee; and/or (b) to deliver up all Note Certificates and all sums, documents and records held by them in respect of such Notes day the Security becomes enforceable to the Note Trustee or as the Note Trustee shall direct in such notice, provided extent that such notice Secured Shares remain registered in its name. The Security Agent shall be deemed not obtain the prior written consent of all the Majority Lenders to apply to exercise any documents or records which the relevant Paying Agent, the Registrar or Agent Bank is obliged not to release by any law or regulation; and 2.3.2 by notice in writing to the Issuer require it to make all subsequent payments voting rights in respect of the Notes appertaining thereto to, or to the order of, the Note Trustee and not to the Principal Paying Agent and, with effect from the issue of any such notice to the Issuer and until such notice is withdrawn, Clause 2.2.2 shall cease to have effectSecured Shares.

Following an Event of Default. At any time after an Event of Default or the Notes shall otherwise have become due and repayable or the Note Trustee shall have received any money which it proposes to pay under Clause 8 to the Noteholders or at any time after Individual Note Certificates have not been issued when so required in accordance with this Deed, the Note Trustee may: 2.3.1 by notice in writing to the Issuer, the Principal Paying Agent, the Agent Bank, the Registrar, and the other Paying Agents require the Principal Paying Agent, the Registrar, the other Paying Agents and the Agent Bank pursuant to the Paying Agency and the Agent Bank Agreement: (a) to act thereafter as Principal Paying Agent, Paying Agents, the Registrar and the Agent Bank respectively of the Note Trustee in relation to payments to be made or in relation to calculations and other related functions (as the case may be) by or on behalf of the Note Trustee under the provisions of this Deed on the terms provided in the Paying Agency and Agent Bank Agreement (with consequential amendments as necessary and save that the Note Trustee's liability under any provisions thereof for the indemnification of the Principal Paying Agent, the Paying Agents, the Registrar and the Agent Bank shall be limited to that amount for the time being held by the Note Trustee on the relative trusts of this Deed which is available to be applied by the Note Trustee for such purpose) and thereafter to hold all Note Certificates and all sums, documents and records held by them in respect of the Notes on behalf of the Note Trustee; and/or and/or (b) to deliver up all Note Certificates and all sums, documents and records held by them in respect of such Notes to the Note Trustee or as the Note Trustee shall direct in such notice, provided that such notice shall be deemed not to apply to any documents or records which the relevant Paying Agent, the Registrar or Agent Bank is obliged not to release by any law or regulation; and 2.3.2 by notice in writing to the Issuer require it to make all subsequent payments in respect of the Notes appertaining thereto to, or to the order of, the Note Trustee and not to the Principal Paying Agent and, with effect from the issue of any such notice to the Issuer and until such notice is withdrawn, Clause 2.2.2 shall cease to have effect.

Following an Event of Default. At any time after an any Event of Default or the Notes shall otherwise have become due and repayable or the Note Trustee shall have received any money which it proposes to pay under Clause 8 to the Noteholders or at any time after Individual Note Certificates have not been issued when so required in accordance with this Deedoccurred, the Note Trustee may: 2.3.1 11.2.1 by notice in writing to the Issuer, the Principal Paying Agent, the Agent Bank, the Registrar, and the other Paying Agents Agents, require the Principal Paying Agent, the Registrar, Agent and the other Paying Agents and or any of them, until notified by the Agent Bank pursuant Trustee to the Paying Agency and the Agent Bank Agreementcontrary: (a) to act thereafter as Principal Paying Agent, Paying Agents, the Registrar and the Agent Bank respectively agents of the Note Trustee in relation to payments to be made or in relation to calculations and other related functions (as the case may be) by or on behalf of the Note Trustee under the provisions of this Trust Deed on the terms provided in the Paying Agency and Agent Bank Agreement (with consequential amendments as necessary and save that the Note Trustee's liability under any provisions thereof for the indemnification indemnification, remuneration and payment of out-of-pocket expenses of the Principal Paying Agent, the Paying Agents, the Registrar and the Agent Bank Agents shall be limited to that amount amounts for the time being held by the Note Trustee on the relative trusts of this Trust Deed which is in relation to the Bonds on the terms of this Trust Deed and available to be applied by the Note Trustee for such purpose) and thereafter to hold all Note Bond Certificates and all sums, documents and records held by them in respect of the Notes Bonds on behalf of the Note Trustee; and/or (b) to deliver up all Note Bond Certificates and all sums, documents and records held by them in respect of such Notes Bonds to the Note Trustee or as the Note Trustee shall direct in such notice, notice provided that such notice shall be deemed not to apply to any documents document or records record which the relevant Paying Agent, the Registrar or Agent Bank is obliged not to release by any law or regulation; and 2.3.2 11.2.2 by notice in writing to the Issuer Issuer, require it to make all subsequent payments in respect of the Notes appertaining thereto to, Bonds to or to the order of, of the Note Trustee and not to the Principal Paying Agent and, with effect from the issue of any such notice to the Issuer and until such notice is withdrawn, sub-clause 11.1.1 of Clause 2.2.2 11.1 (Covenant to Repay) and (so far as it concerns payments by the Issuer) Clause 19.2 (Payment to Bondholders) shall cease to have effect.

Following an Event of Default. At any time after an any Event of Default or the Notes shall otherwise have become due and repayable or the Note Trustee Potential Event of Default shall have received any money which it proposes to pay under Clause 8 to the Noteholders or at any time after Individual Note Certificates have not been issued when so required in accordance with this Deedoccurred, the Note Trustee may: 2.3.1 2.2.1 by notice in writing to the Issuer, the Principal Paying Agent, the Agent Bank, the Registrar, and the other Paying Agents require the Principal Paying Agent, the Registrar, Agent and the other Paying Agents and or any of them, until otherwise instructed by the Agent Bank pursuant to the Paying Agency and the Agent Bank AgreementTrustee: (a) to act thereafter as Principal Paying Agent, Paying Agents, the Registrar and the Agent Bank respectively Agents of the Note Trustee in relation to payments to be made or in relation to calculations and other related functions (as the case may be) by or on behalf of the Note Trustee under the provisions of this Trust Deed on the terms provided in the Paying Agency and Agent Bank Agreement (with consequential amendments as necessary and save that the Note Trustee's ’s liability under any provisions thereof for the indemnification indemnification, remuneration and payment of out-of-pocket expenses of the Principal Paying Agent, the Paying Agents, the Registrar and the Agent Bank Agents shall be limited to that amount amounts for the time being held by the Note Trustee on the relative trusts of this Trust Deed which is in relation to the Bonds on the terms of this Trust Deed and available to be applied by the Note Trustee for such purpose) and thereafter to hold all Note Certificates Bonds and Coupons and all sums, documents and records held by them in respect of the Notes Bonds and Coupons on behalf of the Note Trustee; and/or (b) to deliver up all Note Certificates Bonds and Coupons and all sums, documents and records held by them in respect of such Notes Bonds and Coupons to the Note Trustee or as the Note Trustee shall direct in such notice, notice provided that such notice shall be deemed not to apply to any documents document or records record which the relevant Paying Agent, the Registrar or Agent Bank is obliged not to release by any law or regulation; and 2.3.2 2.2.2 by notice in writing to the Issuer require it the Issuer to make all subsequent payments in respect of the Notes appertaining thereto to, Bonds and Coupons to or to the order of, of the Note Trustee and not to the Principal Paying Agent and, with effect from the issue of any such notice to the Issuer and until such notice is withdrawn, proviso 2.1.1 to Clause 2.2.2 2.1 (Covenant to Repay) and (so far as it concerns payments by the Issuer) Clause 8.5 (Payment to Bondholders and Couponholders) shall cease to have effect.

Following an Event of Default. At any time after an any Event of Default or the Notes shall otherwise have become due and repayable or the Note Trustee Potential Event of Default shall have received any money which it proposes to pay under Clause 8 to the Noteholders or at any time after Individual Note Certificates have not been issued when so required in accordance with this Deedoccurred, the Note Trustee may: 2.3.1 3.2.1 by notice in writing to the Issuer, the Principal Paying Agent, the Agent Bank, the Registrar, and the other Paying Agents require the Principal Paying Agent, the Registrar, Agent and the other Paying Agents and the Agent Bank pursuant to the Paying Agency and the Agent Bank Agreementor any of them: (a) to act thereafter thereafter, until otherwise instructed by the Trustee, as Principal Paying Agent, Paying Agents, the Registrar and the Agent Bank respectively Agents of the Note Trustee in relation to payments to be made or in relation to calculations and other related functions (as the case may be) by or on behalf of the Note Trustee under the provisions of this Trust Deed on the terms provided in the Paying Agency and Agent Bank Agreement (with consequential amendments as necessary and save that the Note Trustee's liability under any provisions thereof for the indemnification indemnification, remuneration and payment of out-of-pocket expenses of the Principal Paying Agent, the Paying Agents, the Registrar and the Agent Bank Agents shall be limited to that amount amounts for the time being held by the Note Trustee on the relative trusts of this Trust Deed which is in relation to the Notes on the terms of this Trust Deed and available to be applied by the Note Trustee for such purpose) and thereafter to hold all Note Certificates Notes and Coupons and all sums, documents and records held by them in respect of the Notes and Coupons on behalf of the Note Trustee; and/or (b) to deliver up all Note Certificates Notes and Coupons and all sums, documents and records held by them in respect of such Notes and Coupons to the Note Trustee or as the Note Trustee shall direct in such notice, notice provided that such notice shall be deemed not to apply to any documents document or records which the relevant Paying Agent, the Registrar or Agent Bank is obliged not to release by any law or regulation; and 2.3.2 3.2.2 by notice in writing to the Issuer require it the Issuer to make all subsequent payments in respect of the Notes appertaining thereto to, and Coupons to or to the order of, of the Note Trustee and not to the Principal Paying Agent and, with effect from the issue of any such notice to the Issuer and until such notice is withdrawn, proviso 3.1.1 to Clause 2.2.2 3.1 (Covenant to repay and to pay interest) and (so far as it concerns payments by the Issuer) Clause 9.4 (Payment to Noteholders and Couponholders) shall cease to have effect.

Following an Event of Default. At any time after an any Event of Default or the Notes shall otherwise have become due and repayable or the Note Trustee Potential Event of Default shall have received any money which it proposes to pay under Clause 8 to the Noteholders or at any time after Individual Note Certificates have not been issued when so required in accordance with this Deedoccurred, the Note Trustee may: 2.3.1 2.2.1 by notice in writing to the Issuer, the Guarantor, the Principal Paying Agent, the Agent Bank, the Registrar, and the other Paying Agents require the Principal Paying Agent, the Registrar, Agent and the other Paying Agents and the Agent Bank pursuant to the Paying Agency and the Agent Bank Agreementor any of them: (a) to act thereafter thereafter, until otherwise instructed by the Trustee, as Principal Paying Agent, Paying Agents, the Registrar and the Agent Bank respectively Agents of the Note Trustee in relation to payments to be made or in relation to calculations and other related functions (as the case may be) by or on behalf of the Note Trustee under the provisions of this Trust Deed on the terms provided in the Paying Agency and Agent Bank Agreement (with consequential amendments as necessary and save that the Note Trustee's liability under any provisions thereof for the indemnification indemnification, remuneration and payment of out-of-pocket expenses of the Principal Paying Agent, the Paying Agents, the Registrar and the Agent Bank Agents shall be limited to that amount amounts for the time being held by the Note Trustee on the relative trusts of this Trust Deed which is in relation to the Notes on the terms of this Trust Deed and available to be applied by the Note Trustee for such purpose) and thereafter to hold all Note Certificates Notes and Coupons and all sums, documents and records held by them in respect of the Notes and Coupons on behalf of the Note Trustee; and/or (b) to deliver up all Note Certificates Notes and Coupons and all sums, documents and records held by them in respect of such Notes and Coupons to the Note Trustee or as the Note Trustee shall direct in such notice, notice provided that such notice shall be deemed not to apply to any documents document or records record which the relevant Paying Agent, the Registrar or Agent Bank is obliged not to release by any law or regulation; and 2.3.2 2.2.2 by notice in writing to the Issuer and the Guarantor require it each of them to make all subsequent payments in respect of the Notes appertaining thereto to, and Coupons to or to the order of, of the Note Trustee and not to the Principal Paying Agent and, with effect from the issue of any such notice to the Issuer and until such notice is withdrawn, sub-clause 2.1.1 of Clause 2.2.2 2.1 (Covenant to Repay) and (so far as it concerns payments by the Issuer or the Guarantor) Clause 9.4 (Payment to Noteholders and Couponholders) shall cease to have effect.

Following an Event of Default. At any time after an any Event of Default or the Notes shall otherwise have become due and repayable or the Note Trustee Potential Event of Default shall have received any money which it proposes to pay under Clause 8 to the Noteholders or at any time after Individual Note Certificates have not been issued when so required in accordance with this Deedoccurred, the Note Trustee may: 2.3.1 2.2.1 by notice in writing to the Issuer, the Principal Paying Agent, the and Conversion Agent Bank, the Registrar, and the other Paying and Conversion Agents require the Principal Paying Agent, the Registrar, and Conversion Agent and the other Paying and Conversion Agents and the Agent Bank pursuant to the Paying Agency and the Agent Bank Agreementor any of them: (a) to act thereafter thereafter, until otherwise instructed by the Trustee, as Principal Paying Agent, Paying Agents, the Registrar and the Agent Bank respectively Conversion Agents of the Note Trustee in relation to payments to be made or in relation to calculations and other related functions (as the case may be) by or on behalf of the Note Trustee under the provisions of this Trust Deed on the terms provided in the Paying Agency and Agent Bank Agreement (with consequential amendments as necessary and save that the Note Trustee's liability under any provisions thereof for the indemnification indemnification, remuneration and payment of out-of-pocket expenses of the Principal Paying Agent, the Paying Agents, the Registrar and the Agent Bank Conversion Agents shall be limited to that amount amounts for the time being held by the Note Trustee on the relative trusts of this Trust Deed which is in relation to the Notes on the terms of this Trust Deed and available to be applied by the Note Trustee for such purpose) and thereafter to hold all Note Certificates Notes and Coupons and all sums, documents and records held by them in respect of the Notes and Coupons on behalf of the Note Trustee; and/or (b) to deliver up all Note Certificates Notes and Coupons and all sums, documents and records held by them in respect of such Notes and Coupons to the Note Trustee or as the Note Trustee shall direct in such notice, notice provided that such notice shall be deemed not to apply to any documents document or records record which the relevant Paying Agent, the Registrar or and Conversion Agent Bank is obliged not to release by any law or regulation; and 2.3.2 2.2.2 by notice in writing to the Issuer require it the Issuer to make all subsequent payments in respect of the Notes appertaining thereto to, and Coupons to or to the order of, of the Note Trustee and not to the Principal Paying Agent and, with effect from the issue of any such notice to the Issuer and until such notice is withdrawn, sub-clause 2. 1.1 to Clause 2.2.2 2.1 (Covenant to Repay) and (so far as it concerns payments by the Issuer) Clause 8.4 (Payment to Noteholders and Couponholders) shall cease to have effect.

Following an Event of Default. At any time after an any Event of Default or the Notes shall otherwise have become due and repayable or the Note Trustee shall have received any money which it proposes to pay under Clause 8 occurred and is continuing in relation to the Noteholders or at any time after Individual Note Certificates have not been issued when so required in accordance with this DeedBonds, the Note Trustee may(acting at the direction of the U.S. Trustee) may (and shall, subject to Section 9.2.3 (Trustee’s Discretion), if instructed by the holders of at least one-quarter in aggregate principal amount of the Bonds then Outstanding) or directed by an Extraordinary Resolution: 2.3.1 by notice in writing to the Issuer, the Principal Paying AgentPaying, the Transfer and Conversion Agent Bank, the Registrar, and the other Paying Agents Agents, require the Principal Paying AgentPaying, the Registrar, Transfer and Conversion Agent and the other Paying Agents and or any of them, until notified by the Agent Bank pursuant Trustee to the Paying Agency and the Agent Bank Agreementcontrary, so far as permitted by any applicable law: (ai) to act thereafter thereafter, until otherwise instructed by the Trustee, as Principal Paying Agent, Paying Agents, the Registrar and the Agent Bank respectively Agents of the Note Trustee in relation to payments to be made or in relation to calculations and other related functions (as the case may be) by or on behalf of the Note Trustee under the provisions of this Trust Deed on the terms provided in the Paying Paying, Transfer and Conversion Agency and Agent Bank Agreement (with consequential amendments as necessary and save that the Note Trustee's ’s liability under any provisions thereof for the indemnification indemnification, remuneration and payment of out-of-pocket expenses of the Principal Paying Agent, the Paying Agents, the Registrar and the Agent Bank Agents shall be limited to that amount amounts for the time being held by the Note Trustee on trust under this Trust Deed in relation to the relative trusts Bonds on the terms of this Trust Deed which is and available to be applied by the Note Trustee for such purpose) and thereafter to hold all Note Certificates Bonds and all sums, documents and records held by them in respect of the Notes Bonds on behalf of the Note Trustee; and/or (bii) to deliver up all Note Certificates Bonds and all sums, documents and records held by them in respect of such Notes Bonds to the Note Trustee or as the Note Trustee shall direct in such notice, notice provided that such notice shall be deemed not to apply to any documents document or records record which the relevant Paying Agent, the Registrar or Agent Bank is obliged not to release by any law or regulation; and 2.3.2 by notice in writing to the Issuer require it to make all subsequent payments in respect of the Notes appertaining thereto to, Bonds to or to the order of, of the Note Trustee and not to the Principal Paying Agent and, with effect from the issue of any such notice to the Issuer and notice, until such notice is withdrawn, Clause 2.2.2 sub-Section 2.2.1 to Section 2.2 (Covenant to Pay) and (so far as it concerns payments by the Issuer), Section 8.3 (Payments to Bondholders) shall cease to have effect.

Following an Event of Default. At any time after an any Event of Default or the Notes shall otherwise have become due and repayable or the Note Trustee Potential Event of Default shall have received any money which it proposes to pay under Clause 8 to the Noteholders or at any time after Individual Note Certificates have not been issued when so required in accordance with this Deedoccurred, the Note Trustee may: 2.3.1 (a) by notice in writing to the Issuer, (in the case of Notes issued by UPM- Kymmene Finance) the Guarantor, the Principal Paying Agent, the Agent Bank, the Registrar, and the other Paying Agents require the Principal Paying Agent, the Registrar, Agent and the other Paying Agents and the Agent Bank pursuant to the Paying Agency and the Agent Bank Agreementor any of them: (ai) to act thereafter as Principal Paying Agent, Paying Agents, the Registrar and the Agent Bank respectively Agents of the Note Trustee in relation to payments to be made or in relation to calculations and other related functions (as the case may be) by or on behalf of the Note Trustee under the provisions of this Trust Deed on the terms provided in the Paying Agency and Agent Bank Agreement (with consequential amendments as necessary and save that the Note Trustee's ’s liability under any provisions thereof for the indemnification indemnification, remuneration and payment of out-of-pocket expenses of the Principal Paying Agent, the Paying Agents, the Registrar and the Agent Bank Agents shall be limited to that amount amounts for the time being held by the Note Trustee on the relative trusts of this Trust Deed which is in relation to the Notes on the terms of this Trust Deed and available to be applied by the Note Trustee for such purpose) and thereafter to hold all Notes, Receipts, Coupons and Note Certificates and all sums, documents and records held by them in respect of the Notes Notes, Receipts and Coupons and Note Certificates on behalf of the Note Trustee; and/or (bii) to deliver up all Notes, Receipts, Coupons and Note Certificates and all sums, documents and records held by them in respect of such Notes Notes, Receipts and Coupons and Note Certificates to the Note Trustee or as the Note Trustee shall direct in such notice, notice provided that such notice shall be deemed not to apply to any documents document or records record which the relevant Paying Agent, the Registrar or Agent Bank is obliged not to release by any law or regulation; and 2.3.2 (b) by notice in writing to the Issuer and, (in the case of Notes issued by UPM-Kymmene Finance) the Guarantor require it the Issuer and, (in the case of Notes issued by UPM-Kymmene Finance) the Guarantor to make all subsequent payments in respect of the Notes appertaining thereto toNotes, Receipts, Coupons and Note Certificates to or to the order of, of the Note Trustee and not to the Principal Paying Agent and, with effect from the issue of any such notice to the Issuer and until such notice is withdrawn, proviso (a) to Clause 2.2.2 3.1 (Covenant to repay) and (so far as it concerns payments by the Issuer) Clause 10.5 (Payment to Noteholders, Receiptholders and Couponholders) shall cease to have effect.

Following an Event of Default. At any time after an any Event of Default or the Notes shall otherwise have become due and repayable or the Note Trustee shall have received any money which it proposes to pay under Clause 8 occurred and is continuing in relation to the Noteholders or at any time after Individual Note Certificates have not been issued when so required in accordance with this DeedBonds, the Note Trustee maymay (and shall, subject to Section 9.2.3 (Trustee’s Discretion), if instructed by the holders of at least one-quarter in aggregate principal amount of the then outstanding Bonds) or directed by an Extraordinary Resolution of the Bondholders: 2.3.1 by notice in writing to the Issuer, the Principal Paying AgentPaying, the Transfer and Conversion Agent Bank, the Registrar, and the other Paying Agents Agents, require the Principal Paying AgentPaying, the Registrar, Transfer and Conversion Agent and the other Paying Agents and or any of them, until notified by the Agent Bank pursuant Trustee to the Paying Agency and the Agent Bank Agreementcontrary, so far as permitted by any applicable law: (ai) to act thereafter thereafter, until otherwise instructed by the Trustee, as Principal Paying Agent, Paying Agents, the Registrar and the Agent Bank respectively Agents of the Note Trustee in relation to payments to be made or in relation to calculations and other related functions (as the case may be) by or on behalf of the Note Trustee under the provisions of this Trust Deed on the terms provided in the Paying Paying, Transfer and Conversion Agency and Agent Bank Agreement (with consequential amendments as necessary and save that the Note Trustee's ’s liability under any provisions thereof for the indemnification indemnification, remuneration and payment of out-of-pocket expenses of the Principal Paying Agent, the Paying Agents, the Registrar and the Agent Bank Agents shall be limited to that amount amounts for the time being held by the Note Trustee on trust under this Trust Deed in relation to the relative trusts Bonds on the terms of this Trust Deed which is and available to be applied by the Note Trustee for such purpose) and thereafter to hold all Note Certificates Bonds and all sums, documents and records held by them in respect of the Notes Bonds on behalf of the Note Trustee; and/or (bii) to deliver up all Note Certificates Bonds and all sums, documents and records held by them in respect of such Notes Bonds to the Note Trustee or as the Note Trustee shall direct in such notice, notice provided that such notice shall be deemed not to apply to any documents document or records record which the relevant Paying Agent, the Registrar or Agent Bank is obliged not to release by any law or regulation; and 2.3.2 by notice in writing to the Issuer require it to make all subsequent payments in respect of the Notes appertaining thereto to, Bonds to or to the order of, of the Note Trustee and not to the Principal Paying Agent and, with effect from the issue of any such notice to the Issuer and notice, until such notice is withdrawn, Clause 2.2.2 sub-Section 2.2.1 to Section 2.2 (Covenant to Pay) and (so far as it concerns payments by the Issuer), Section 8.3 (Payments to Bondholders) shall cease to have effect.

Following an Event of Default. At any time after an any Event of Default or the Notes Potential Event of Default shall otherwise have become due and repayable or occurred, which has not been waived by the Note Trustee shall have received any money which it proposes or remedied to pay under Clause 8 to the Noteholders or at any time after Individual Note Certificates have not been issued when so required in accordance with this Deedits satisfaction, the Note Trustee may: 2.3.1 3.6.1 by notice in writing to the IssuerIssuing Entity, the Principal Paying Agent, the Agent Bank, the Registrar, and the other Paying Agents require the Principal Paying Agent, the Registrar, Agent and the other Paying Agents and the Agent Bank pursuant to the Paying Agency and the Agent Bank Agreementor any of them: (a) to act thereafter as Principal Paying Agentthereafter, Paying Agents, the Registrar and the Agent Bank respectively of until otherwise instructed by the Note Trustee in relation to payments to be made or in relation to calculations and other related functions (Trustee, as the case may be) by or on behalf agents of the Note Trustee under the provisions of this Note Trust Deed on the terms provided in the Paying Agency and Agent Bank Agreement (with consequential amendments as necessary and save that the Note Trustee's liability under any provisions thereof for the indemnification indemnification, remuneration and payment of out of pocket expenses of the Principal Paying Agent, the Paying Agents, the Registrar and the Agent Bank Agents shall be limited to that amount amounts for the time being held by the Note Trustee on the relative trusts of the Security Documents in relation to the Notes on the terms of this Note Trust Deed which is and available to be applied by the Note Trustee for such purpose) and thereafter to hold all Note Certificates Notes and all sums, documents and records held by them in respect of the Notes on behalf of the Note Trustee; and/or (b) to deliver up all Note Certificates and all sums, documents and records held by them in respect of such Notes Note Certificates to the Note Trustee or as the Note Trustee shall direct in such notice, provided that notice PROVIDED THAT such notice shall be deemed not to apply to any documents document or records record which the relevant Paying Agent, the Registrar or Agent Bank is obliged not to release by any law or regulation; and 2.3.2 3.6.2 by notice in writing to the Issuer Issuing Entity require it the Issuing Entity to make all subsequent payments in respect of the Notes appertaining thereto to, Note Certificates to or to the order of, of the Note Trustee and not to the Principal Paying Agent and, with effect from the issue of any such notice to the Issuer and until such notice is withdrawn, then (so far as it concerns payments by the Issuing Entity) Clause 2.2.2 13.4 (Payment to Noteholders) shall cease to have effect.

Following an Event of Default. At any time after an (x) any Event of Default or the Notes shall otherwise have become due and repayable or the Note Trustee shall have received occurred and is continuing and shall not have been waived by the Trustee or remedied to its satisfaction or (y) any money which it proposes Potential Event of Default shall have occurred and is continuing and (save where such Potential Event of Default is a failure to pay under Clause 8 any amount of interest in respect of the Bonds on the due date for payment thereof) the Trustee has certified to the Noteholders or at any time after Individual Note Certificates have not been issued when so required in accordance with this DeedIssuer that such Potential Event of Default is materially prejudicial to the interests of the Bondholders, the Note Trustee may: 2.3.1 (a) by notice in writing to the Issuer, the Guarantors, the Principal Paying Agent, the Agent Bank, the Registrar, and the other Paying Agents require the Principal Paying Agent, the Registrar, Agent and the other Paying Agents and the Agent Bank pursuant to the Paying Agency and the Agent Bank Agreementor any of them: (ai) to act thereafter as Principal Paying Agent, Paying Agents, the Registrar and the Agent Bank respectively Agents of the Note Trustee in relation to payments to be made or in relation to calculations and other related functions (as the case may be) by or on behalf of the Note Trustee under the provisions of this Trust Deed on the terms provided in the Paying Agency and Agent Bank Agreement (with consequential amendments as necessary and save that the Note Trustee's liability under any provisions thereof for the indemnification indemnification, remuneration and payment of out-of-pocket expenses of the Principal Paying Agent, the Paying Agents, the Registrar and the Agent Bank Agents shall be limited to that amount amounts for the time being held by the Note Trustee on the relative trusts of this Trust Deed which is in relation to the Bonds on the terms of this Trust Deed and available to be applied by the Note Trustee for such purpose) and thereafter to hold all Note Certificates Bonds, Coupons and all sums, documents and records held by them in respect of the Notes Bonds and Coupons on behalf of the Note Trustee; and/or (bii) to deliver up all Note Certificates Bonds and Coupons and all sums, documents and records held by them in respect of such Notes Bonds and Coupons to the Note Trustee or as the Note Trustee shall direct in such notice, notice provided that such notice shall be deemed not to apply to any documents document or records record which the relevant Paying Agent, the Registrar or Agent Bank is obliged not to release by any law or regulation; and 2.3.2 (b) by notice in writing to the Issuer and the Guarantors require it them to make all subsequent payments in respect of the Notes appertaining thereto to, Bonds and Coupons to or to the order of, of the Note Trustee and not to the Principal Paying Agent and, with effect from the issue of any such notice to the Issuer and until such notice is withdrawn, proviso (a) to Clause 2.2.2 2.1 (Covenant to Repay) and (so far as it concerns payments by the Issuer or the Guarantors) Clause 9.4 (Payments to Bondholders and Couponholders) shall cease to have effect.

Following an Event of Default. At any time after an any Event of Default or Potential Event of Default shall have occurred or the Notes of all or any Series shall otherwise have become due and repayable or the Note Trustee shall have received any money which it proposes to pay under Clause 8 12 to the Noteholders or at any time after Individual Note Certificates have not been issued when so required in accordance with this Deedrelevant Noteholders, Receiptholders and/or Couponholders, the Note Trustee may: 2.3.1 (a) by notice in writing to the Issuer, the Guarantors, the Principal Paying Agent, the Agent Bank, the Registrar, and the other Paying Agents require the Principal Paying Agent, the Registrar, Agent and the other Paying Agents and the Agent Bank pursuant to the Paying Agency and the Agent Bank Agreementor any of them: (ai) to act thereafter thereafter, until otherwise instructed by the Trustee, as Principal Paying Agent, Paying Agents, the Registrar and the Agent Bank respectively Agents of the Note Trustee in relation to payments to be made or in relation to calculations and other related functions (as the case may be) by or on behalf of the Note Trustee under the provisions of this Trust Deed on the terms provided in the Paying Agency and Agent Bank Agreement (with consequential 11 amendments as necessary and save that the Note Trustee's ’s liability under any provisions thereof for the indemnification indemnification, remuneration and payment of out-of-pocket expenses of the Principal Paying Agent, the Paying Agents, the Registrar and the Agent Bank Agents shall be limited to that amount amounts for the time being held by the Note Trustee on the relative trusts of this Trust Deed which is in relation to the Notes on the terms of this Trust Deed and available to be applied by the Note Trustee for such purpose) and thereafter to hold all Note Certificates Notes, Receipts and Coupons and all sums, documents and records held by them in respect of the Notes Notes, Receipts and Coupons on behalf of the Note Trustee; and/or (bii) to deliver up all Note Certificates Notes, Receipts and Coupons and all sums, documents and records held by them in respect of such Notes Notes, Receipts and Coupons to the Note Trustee or as the Note Trustee shall direct in such notice, notice provided that such notice shall be deemed not to apply to any documents document or records record which the relevant Paying Agent, the Registrar or Agent Bank is obliged not to release by any law or regulation; and 2.3.2 (b) by notice in writing to the Issuer and the Guarantors require it each of them to make all subsequent payments in respect of the Notes appertaining thereto toNotes, Receipts and Coupons to or to the order of, of the Note Trustee and not to the Principal Paying Agent and, with effect from the issue of any such notice to the Issuer and until such notice is withdrawn, proviso 3.1(a) to Clause 2.2.2 3.1 (Covenant to repay) and (so far as it concerns payments by the Issuer and the Guarantors) Clause 12.4 (Payments to Noteholders, Receiptholders and Couponholders) shall cease to have effect.