Common use of Instructions to Security Agent Clause in Contracts

Instructions to Security Agent. 22.21.1 Unless a contrary indication appears in a Finance Document, the Security Agent shall: (a) exercise any right, power, authority or discretion vested in it as Security Agent in accordance with any instructions given to it by the Facility Agent (or, if so instructed by the Facility Agent, refrain from exercising any right, power, authority or discretion vested in it as Security Agent); and (b) not be liable for any act (or omission) if it acts (or refrains from taking any action) in accordance with such an instruction of the Facility Agent (the Facility Agent in each case acting on the instructions of the Majority Lenders or, if appropriate pursuant to clause 22.11.2, the Lenders). 22.21.2 Unless a contrary indication appears in a Finance Document, any instructions given by the Facility Agent to the Security Agent in accordance with clause 22.21.1 will be binding on the Finance Parties. 22.21.3 The Security Agent may refrain from acting in accordance with the instructions of the Facility Agent until it has received such security as it may require for any cost, loss or liability (together with any associated VAT) which it may incur in complying with the instructions. 22.21.4 In the absence of, or while awaiting, instructions from the Facility Agent, (including in exceptional circumstances where time does not permit the Facility Agent obtaining instructions from the Lenders and urgent action is required) the Security Agent may act (or refrain from taking action) as it considers to be in the best interest of the Finance Parties. 22.21.5 The Security Agent is not authorised to act on behalf of another Finance Party (without first obtaining that Finance Party’s consent) in any legal or arbitration proceedings relating to any Finance Document but this is without prejudice to clauses 22.21.1 and 22.21.4, including the right to enforce the Security Documents in accordance with these clauses.

Instructions to Security Agent. 22.21.1 30.20.1 Unless a contrary indication appears in a Finance Document, the Security Agent shall: (a) exercise any right, power, authority or discretion vested in it as Security Agent in accordance with any instructions given to it by the Facility Agent (or, if so instructed by the Facility Agent, refrain from exercising any right, power, authority or discretion vested in it as Security Agent); and (b) not be liable for any act (or omission) if it acts (or refrains from taking any action) in accordance with such an instruction of the Facility Agent (the Facility Agent in each case acting on the instructions of the Majority Lenders or, if appropriate pursuant to clause 22.11.239.2 (Exceptions), the Lenders). 22.21.2 30.20.2 Unless a contrary indication appears in a Finance Document, any instructions given by the Facility Agent to the Security Agent in accordance with clause 22.21.1 30.20.1 will be binding on the Finance Parties. 22.21.3 30.20.3 The Security Agent may refrain from acting in accordance with the instructions of the Facility Agent until it has received such security as it may require for any cost, loss or liability (together with any associated VAT) which it may incur in complying with the instructions. 22.21.4 30.20.4 In the absence of, or while awaiting, instructions from the Facility Agent, (including in exceptional circumstances where time does not permit the Facility Agent obtaining instructions from the Lenders and urgent action is required) the Security Agent may act (or refrain from taking action) as it considers to be in the best interest of the Finance Parties. 22.21.5 30.20.5 The Security Agent is not authorised to act on behalf of another Finance Party (without first obtaining that Finance Party’s consent) in any legal or arbitration proceedings relating to any Finance Document but this is without prejudice to clauses 22.21.1 30.20.1 and 22.21.430.20.4, including the right to enforce the Security Documents in accordance with these clauses.

Instructions to Security Agent. 22.21.1 27.21.1 Unless a contrary indication appears in a Finance Document, the Security Agent shall: shall (a) exercise any right, power, authority or discretion vested in it as Security Agent in accordance with any instructions given to it by the Facility Agent (or, if so instructed by the Facility Agent, refrain from exercising any right, power, authority or discretion vested in it as Security Agent); and ) and (b) not be liable for any act (or omission) if it acts (or refrains from taking any action) in accordance with such an instruction of the Facility Agent (the Facility Agent in each case acting on the instructions of the Majority Lenders or, if appropriate pursuant to clause 22.11.2, 36.2.1 (Exceptions) the Lenders). 22.21.2 27.21.2 Unless a contrary indication appears in a Finance Document, any instructions given by the Facility Agent to the Security Agent in accordance with clause 22.21.1 27.21.1 will be binding on the Finance Parties. 22.21.3 27.21.3 The Security Agent may refrain from acting in accordance with the instructions of the Facility Agent until it has received such security as it may require for any cost, loss or liability (together with any associated VAT) which it may incur in complying with the instructions. 22.21.4 27.21.4 In the absence of, or while awaiting, instructions from the Facility Agent, (including in exceptional circumstances where time does not permit the Facility Agent obtaining instructions from the Lenders and urgent action is required) the Security Agent may act (or refrain from taking action) as it considers to be in the best interest of the Finance Parties. 22.21.5 27.21.5 The Security Agent is not authorised to act on behalf of another a Finance Party (without first obtaining that Finance Party’s consent) in any legal or arbitration proceedings relating to any Finance Document but this is without prejudice to clauses 22.21.1 27.21.1 and 22.21.427.21.4, including without prejudice to the right to enforce the Transaction Security Documents in accordance with these clauses.

Instructions to Security Agent. 22.21.1 27.21.1 Unless a contrary indication appears in a Finance Document, the Security Agent shall: shall (a) exercise any right, power, authority or discretion vested in it as Security Agent in accordance with any instructions given to it by the Facility Agent (or, if so instructed by the Facility Agent, refrain from exercising any right, power, authority or discretion vested in it as Security Agent); and ) and (b) not be liable for any act (or omission) if it acts (or refrains from taking any action) in accordance with such an instruction of the Facility Agent (the Facility Agent in each case acting on the instructions of the Majority Lenders or, if appropriate pursuant to clause 22.11.2, 36.2.1 (Exceptions) the Lenders). 22.21.2 27.21.2 Unless a contrary indication appears in a Finance Document, any instructions given by the Facility Agent to the Security Agent in accordance with clause 22.21.1 27.21.1 will be binding on the Finance Parties.. 133 22.21.3 27.21.3 The Security Agent may refrain from acting in accordance with the instructions of the Facility Agent until it has received such security as it may require for any cost, loss or liability (together with any associated VAT) which it may incur in complying with the instructions. 22.21.4 27.21.4 In the absence of, or while awaiting, instructions from the Facility Agent, (including in exceptional circumstances where time does not permit the Facility Agent obtaining instructions from the Lenders and urgent action is required) the Security Agent may act (or refrain from taking action) as it considers to be in the best interest of the Finance Parties. 22.21.5 27.21.5 The Security Agent is not authorised to act on behalf of another a Finance Party (without first obtaining that Finance Party’s 's consent) in any legal or arbitration proceedings relating to any Finance Document but this is without prejudice to clauses 22.21.1 27.21.1 and 22.21.427.21.4, including without prejudice to the right to enforce the Transaction Security Documents in accordance with these clauses.