Common use of Hypothec Clause in Contracts

Hypothec. As security for the full and final payment of the Obligations and of the expenses, if any, incurred by the Trustee to obtain payment of the Obligations or to conserve the Mortgaged Property, the Grantor hereby hypothecates to and in favour of the Trustee as holder of an irrevocable power of attorney (fondé de pouvoir) for all present and future holders of the Bond, to the extent of Three Billion Seven Hundred Fifty Million dollars in the lawful currency of Canada (Cdn$3,750,000,000), with interest thereon at the rate of Twenty-Five Percent (25%) per annum from the date hereof, all present and future immovable and movable property of the Grantor, corporeal or incorporeal, wherever situate including, without limitation: (a) The immovable property described in Schedule II hereof, together with all present and future works, constructions and appurtenances related thereto; (b) All present and future immovables which the Grantor is or may hereafter become the owner from time to time, together with all present and future works, constructions and appurtenances related thereto; (c) All present and future corporeal and incorporeal property which, with respect to the immovables hereinabove charged, are covered by any of Articles 901 through 904 of the Civil Code; (d) All present and future corporeal movable property which ensures the utility of the immovables hereinabove charged; (e) All rents which are or may become payable in virtue of any and all present and future leases upon the immovables hereinabove charged, and all indemnities paid in virtue of the insurance contracts covering such rents; and (f) All present and future movable property of the Grantor, tangible or intangible, wherever situate including, without limitation: (i) all of its Claims, present and future; (ii) all of its Property in Stock, present and future; [Novelis LP Term Hypothec] (iii) all of its Equipment, present and future; (iv) all of its Intellectual Property, present and future; (v) all of its Contractual Rights, present and future; and (vi) all Securities, present and future. If any of the Mortgaged Property may not be assigned, subleased, charged or encumbered without the leave, license, consent or approval of the applicable counterparty, a governmental authority or any other person, the hypothec created hereby on any such property shall be under the suspensive condition of obtaining such leave, license, consent or approval. Any and all Mortgaged Property, which is acquired, transformed or manufactured after the date of this Deed shall be charged by the hypothecs created hereunder, (i) whether or not such property has been acquired in replacement of other Mortgaged Property which may have been alienated by the Grantor in the ordinary course of business, (ii) whether or not such property results from a transformation, mixture of or combination of any Mortgaged Property, and (iii) in the case of Securities, whether or not they have been issued pursuant to the purchase, redemption, conversion or cancellation or any other transformation of the charged Securities and without the Trustee being required to register any notice whatsoever, the property charged under the hypothecs created hereunder being the universality of the Grantor’s present and future movable and immovable property.

Hypothec. As security for the full and final payment of the Obligations and of the expenses, if any, incurred by the Trustee to obtain payment of the Obligations or to conserve the Mortgaged Property, the Grantor hereby hypothecates to and in favour of the Trustee as holder of an irrevocable power of attorney (fondé de pouvoir) for all present and future holders of the Bond, to the extent of Three Two Billion Seven Hundred Fifty Million dollars in the lawful currency of Canada (Cdn$3,750,000,000Cdn$2,000,000,000), with interest thereon at the rate of Twenty-Five Percent (25%) per annum from the date hereof, all present and future immovable and movable property of the Grantor, corporeal or incorporeal, wherever situate including, without limitation: (a) The immovable property described in Schedule II hereof, together with all present and future works, constructions and appurtenances related thereto; (b) All present and future immovables which the Grantor is or may hereafter become the owner from time to time, together with all present and future works, constructions and appurtenances related thereto; (c) All present and future corporeal and incorporeal property which, with respect to the immovables hereinabove charged, are covered by any of Articles 901 through 904 of the Civil Code; (d) All present and future corporeal movable property which ensures the utility of the immovables hereinabove charged; (e) All rents which are or may become payable in virtue of any and all present and future leases upon the immovables hereinabove charged, and all indemnities paid in virtue of the insurance contracts covering such rents; and (f) All present and future movable property of the Grantor, tangible or intangible, wherever situate including, without limitation: (i) all of its Claims, present and future; (ii) all of its Property in Stock, present and future; [Novelis LP Term ABL Hypothec] (iii) all of its Equipment, present and future; (iv) all of its Intellectual Property, present and future; (v) all of its Contractual Rights, present and future; and (vi) all Securities, present and future. If any of the Mortgaged Property may not be assigned, subleased, charged or encumbered without the leave, license, consent or approval of the applicable counterparty, a governmental authority or any other person, the hypothec created hereby on any such property shall be under the suspensive condition of obtaining such leave, license, consent or approval. Any and all Mortgaged Property, which is acquired, transformed or manufactured after the date of this Deed shall be charged by the hypothecs created hereunder, (i) whether or not such property has been acquired in replacement of other Mortgaged Property which may have been alienated by the Grantor in the ordinary course of business, (ii) whether or not such property results from a transformation, mixture of or combination of any Mortgaged Property, and (iii) in the case of Securities, whether or not they have been issued pursuant to the purchase, redemption, conversion or cancellation or any other transformation of the charged Securities and without the Trustee being required to register any notice whatsoever, the property charged under the hypothecs created hereunder being the universality of the Grantor’s present and future movable and immovable property.

Hypothec. As security for the full and final payment of the Obligations and of the expenses, if any, incurred by the Trustee to obtain payment of the Obligations or to conserve the Mortgaged Property, the Grantor hereby hypothecates to and in favour of the Trustee as holder of an irrevocable power of attorney (fondé de pouvoir) for all present and future holders of the Bond, to the extent of Three Billion Seven Hundred Fifty Million dollars in the lawful currency of Canada (Cdn$3,750,000,000), with interest thereon at the rate of Twenty-Five Percent (25%) per annum from the date hereof, all present and future immovable and movable property of the Grantor, corporeal or incorporeal, wherever situate including, without limitation: (a) The immovable property described in Schedule II hereof, together with all present and future works, constructions and appurtenances related thereto; (b) All present and future immovables which the Grantor is or may hereafter become the owner from time to time, together with all present and future works, constructions and appurtenances related thereto; (c) All present and future corporeal and incorporeal property which, with respect to the immovables hereinabove charged, are covered by any of Articles 901 through 904 of the Civil Code; (d) All present and future corporeal movable property which ensures the utility of the immovables hereinabove charged; (e) All rents which are or may become payable in virtue of any and all present and future leases upon the immovables hereinabove charged, and all indemnities paid in virtue of the insurance contracts covering such rents; and (f) All present and future movable property of the Grantor, tangible or intangible, wherever situate including, without limitation: (i) all of its Claims, present and future; (ii) all of its Property in Stock, present and future; [Novelis LP Term Hypothec]; (iii) all of its Equipment, present and future; (iv) all of its Intellectual Property, present and future;; [Novelis Term Hypothec] (v) all of its Contractual Rights, present and future; and (vi) all Securities, present and future. If any of the Mortgaged Property may not be assigned, subleased, charged or encumbered without the leave, license, consent or approval of the applicable counterparty, a governmental authority or any other person, the hypothec created hereby on any such property shall be under the suspensive condition of obtaining such leave, license, consent or approval. Any and all Mortgaged Property, which is acquired, transformed or manufactured after the date of this Deed shall be charged by the hypothecs created hereunder, (i) whether or not such property has been acquired in replacement of other Mortgaged Property which may have been alienated by the Grantor in the ordinary course of business, (ii) whether or not such property results from a transformation, mixture of or combination of any Mortgaged Property, and (iii) in the case of Securities, whether or not they have been issued pursuant to the purchase, redemption, conversion or cancellation or any other transformation of the charged Securities and without the Trustee being required to register any notice whatsoever, the property charged under the hypothecs created hereunder being the universality of the Grantor’s present and future movable and immovable property.

Hypothec. As security for the full and final payment of the Obligations and of the expenses, if any, incurred by the Trustee to obtain payment of the Obligations or to conserve the Mortgaged Property, the Grantor hereby hypothecates to and in favour of the Trustee as holder of an irrevocable power of attorney (fondé de pouvoir) for all present and future holders of the Bond, to the extent of Three Two Billion Seven Hundred Fifty Million dollars in the lawful currency of Canada (Cdn$3,750,000,000Cdn$2,000,000,000), with interest thereon at the rate of Twenty-Five Percent (25%) per annum from the date hereof, all present and future immovable and movable property of the Grantor, corporeal or incorporeal, wherever situate including, without limitation: (a) The immovable property described in Schedule II hereof, together with all present and future works, constructions and appurtenances related thereto; (b) All present and future immovables which the Grantor is or may hereafter become the owner from time to time, together with all present and future works, constructions and appurtenances related thereto; (c) All present and future corporeal and incorporeal property which, with respect to the immovables hereinabove charged, are covered by any of Articles 901 through 904 of the Civil Code; (d) All present and future corporeal movable property which ensures the utility of the immovables hereinabove charged; (e) All rents which are or may become payable in virtue of any and all present and future leases upon the immovables hereinabove charged, and all indemnities paid in virtue of the insurance contracts covering such rents; and (f) All present and future movable property of the Grantor, tangible or intangible, wherever situate including, without limitation: (i) all of its Claims, present and future; (ii) all of its Property in Stock, present and future; [Novelis LP Term Hypothec]; (iii) all of its Equipment, present and future; (iv) all of its Intellectual Property, present and future;; [Novelis ABL Hypothec] (v) all of its Contractual Rights, present and future; and (vi) all Securities, present and future. If any of the Mortgaged Property may not be assigned, subleased, charged or encumbered without the leave, license, consent or approval of the applicable counterparty, a governmental authority or any other person, the hypothec created hereby on any such property shall be under the suspensive condition of obtaining such leave, license, consent or approval. Any and all Mortgaged Property, which is acquired, transformed or manufactured after the date of this Deed shall be charged by the hypothecs created hereunder, (i) whether or not such property has been acquired in replacement of other Mortgaged Property which may have been alienated by the Grantor in the ordinary course of business, (ii) whether or not such property results from a transformation, mixture of or combination of any Mortgaged Property, and (iii) in the case of Securities, whether or not they have been issued pursuant to the purchase, redemption, conversion or cancellation or any other transformation of the charged Securities and without the Trustee being required to register any notice whatsoever, the property charged under the hypothecs created hereunder being the universality of the Grantor’s present and future movable and immovable property.