Luxembourg Security. (a) As security for the payment or performance, as the case may be, in full of the Secured Obligations of each Foreign Subsidiary that is a CFC, each of Luxembourg Parent and Luxembourg Holdco (each of Luxembourg Parent and Luxembourg Holdco, for purposes of the Security Interest (as defined below) purported to be granted pursuant to this Section 6, being called a “Luxembourg Grantor”) hereby bargains, sells, conveys, assigns, sets over, pledges, hypothecates and transfers to the Collateral Agent, for the benefit of the Secured Parties, and hereby grants to the Collateral Agent for the benefit of the Secured Parties, a security interest (the “Security Interest”) in all of such Luxembourg Grantor’s right, title and interest in, to and under all of the following property, whether now owned by or owing to, or hereafter acquired by or arising in favor of, such Luxembourg Grantor and located within the United States of America or any jurisdiction therein, subject to Permitted Liens (collectively, with respect to each Luxembourg Grantor, the “Collateral”):
Luxembourg Security. Notwithstanding anything to the contrary contained in any Finance Document, with respect to any Security located in Luxembourg or subject to a Security Document governed by Luxembourg law, the Representative acting as security agent under any Security Document shall be the Group Security Agent.
Luxembourg Security. The Luxembourg Share Pledge will contain market standard enforcement provisions for this type of transaction. The Security Agent shall be entitled to realize the pledged shares and account in any manner permitted by Luxembourg law and in particular by appropriation, private sale, public auction and court decision. The Luxembourg Share Pledge shall include such rights by way of power of attorney (in addition to the rights noted in (B)3 above) or otherwise with respect to the rights of Lux Spinco as a shareholder of OTH2 to do all such things (which Lux Spinco can do in its capacity as a shareholder) reasonably necessary for the Security Agent (on behalf of the Secured Parties) to exercise all rights held by OTH2 with respect to the Mobinil Put/Call Arrangements, provided that an Enforcement Event has occurred and OTH2 is a Secured Entity (as defined in the Loan Note). SCHEDULE 3 EXISTING AFFILIATE TRANSACTIONS Existing Affiliate Transaction Amount of liability TNT Holding S.à r.x. US$125,655,265 plus 16,708,435 VimpelCom Shares Dxxxxxxx Investings S.à r.x. US$4,802,937 plus 3,127,996 VimpelCom Shares Bank Misr S.A.E. LE125,000,000 plus 6,565,126 VimpelCom Shares Other transactions US$10,000,000 SCHEDULE 4 FORM OF ASSIGNMENT AGREEMENT To: [The Agent] as Agent, [the Security Agent] as Security Agent and Weather Investments II S.àr.l. (on behalf of itself, the Guarantor and any other member of the Group which is party to any Finance Document)
Luxembourg Security. (a) As security for the payment or performance, as the case may be, in full of its guarantees hereunder, each of Luxembourg Parent and Luxembourg Holdco (each of Luxembourg Parent and Luxembourg Holdco, for purposes of paragraphs (a) through (d) of this Section 6, being called a “Grantor”) hereby bargains, sells, conveys, assigns, sets over, pledges, hypothecates and transfers to the Collateral Agent, its successors and assigns, for the ratable benefit of the Secured Parties, and hereby grants to the Collateral Agent, its successors and assigns, for the ratable benefit of the Secured Parties, a security interest (the “Security Interest”) in all of such Grantor’s right, title and interest in and to all of the following property now owned or at any time hereafter acquired by such Grantor and located within the United States of America or any jurisdiction therein, subject to Permitted Liens (collectively, with respect to each Grantor, the “Collateral”):
