Common use of Mandatory Enforcement Clause in Contracts

Mandatory Enforcement. The Security Trustee shall not be bound to take any steps or to institute any proceedings or to take any other action under or in connection with any of the Second Issuer Transaction Documents (including, without limitation, enforcing the security constituted by or pursuant to this Deed) unless (subject to the provisions of Condition 10 of the Second Issuer Notes) the Security Trustee: (a) shall have been directed or requested to do so by an Extraordinary Resolution of the Class A Noteholders, the Class B Noteholders or the Class C Noteholders or in writing by the holders of at least 25 per cent. in aggregate Principal Amount Outstanding of the Class A Second Issuer Notes, the Class B Second Issuer Notes or the Class C Second Issuer Notes then outstanding or by any other Second Issuer Secured Creditor PROVIDED THAT: (i) the Security Trustee shall not, and shall not be bound to, act at the direction or request of the Class B Noteholders as aforesaid unless either so to do would not, in the sole opinion of the Security Trustee, be materially prejudicial to the interests of the Class A Noteholders or such action is sanctioned by an Extraordinary Resolution of the Class A Noteholders; (ii) the Security Trustee shall not, and shall not be bound to, act at the direction or request of the Class C Noteholders as aforesaid unless either so to do would not, in the sole opinion of the Security Trustee, be materially prejudicial to the interests of the Class A Noteholders and/or the Class B Noteholders or such action is sanctioned by an Extraordinary Resolution of the Class A Noteholders and/or the Class B Noteholders, as the case may be; (iii) the Security Trustee shall not, and shall not be bound to, act at the direction or request of any other Second Issuer Secured Creditor as aforesaid unless so to do would not, in the sole opinion of the Security Trustee, be materially prejudicial to the interests of the Class A Noteholders and the Class B Noteholders and the Class C Noteholders or such action is sanctioned by Extraordinary Resolutions of the Class A Noteholders and the Class B Noteholders and the Class C Noteholders and each of the Second Issuer Secured Creditors who ranks higher than the relevant Second Issuer Secured Creditor in the order or priority of payments in Clause 6 (Payments out of the Second Issuer Accounts upon Enforcement) consents to such action; and (b) shall have been indemnified and/or secured to its satisfaction against all liabilities, actions, proceedings, claims and demands to which it may thereby render itself liable and all costs, charges, damages and expenses which it may incur by so doing and the terms of such indemnity may include the provision of a fighting fund, non-recourse loan or other similar arrangement.

Mandatory Enforcement. The Security Trustee shall not be bound to take any steps or to institute any proceedings or to take any other action under or in connection with any of the Second Third Issuer Transaction Documents (including, without limitation, enforcing the security constituted by or pursuant to this Deed) unless (subject to the provisions of Condition 10 of the Second Third Issuer Notes) the Security Trustee: (a) shall have been directed or requested to do so by an Extraordinary Resolution of the Class A Noteholders, the Class B Noteholders or the Class C Noteholders or in writing by the holders of at least 25 per cent. in aggregate Principal Amount Outstanding of the Class A Second Third Issuer Notes, the Class B Second Third Issuer Notes or the Class C Second Third Issuer Notes then outstanding or by any other Second Third Issuer Secured Creditor PROVIDED THAT: (i) the Security Trustee shall not, and shall not be bound to, act at the direction or request of the Class B Noteholders as aforesaid unless either so to do would not, in the sole opinion of the Security Trustee, be materially prejudicial to the interests of the Class A Noteholders or such action is sanctioned by an Extraordinary Resolution of the Class A Noteholders; (ii) the Security Trustee shall not, and shall not be bound to, act at the direction or request of the Class C Noteholders as aforesaid unless either so to do would not, in the sole opinion of the Security Trustee, be materially prejudicial to the interests of the Class A Noteholders and/or the Class B Noteholders or such action is sanctioned by an Extraordinary Resolution of the Class A Noteholders and/or the Class B Noteholders, as the case may be; (iii) the Security Trustee shall not, and shall not be bound to, act at the direction or request of any other Second Third Issuer Secured Creditor as aforesaid unless so to do would not, in the sole opinion of the Security Trustee, be materially prejudicial to the interests of the Class A Noteholders and the Class B Noteholders and the Class C Noteholders or such action is sanctioned by Extraordinary Resolutions of the Class A Noteholders and the Class B Noteholders and the Class C Noteholders and each of the Second Third Issuer Secured Creditors who ranks higher than the relevant Second Third Issuer Secured Creditor in the order or priority of payments in Clause CLAUSE 6 (Payments out of the Second Third Issuer Accounts upon Enforcement) consents to such action; and (b) shall have been indemnified and/or secured to its satisfaction against all liabilities, actions, proceedings, claims and demands to which it may thereby render itself liable and all costs, charges, damages and expenses which it may incur by so doing and the terms of such indemnity may include the provision of a fighting fund, non-recourse loan or other similar arrangement.

Mandatory Enforcement. The Security Trustee shall not be bound to take any steps or to institute any proceedings or to take any other action under or in connection with any of the Second Fourth Issuer Transaction Documents (including, without limitation, enforcing the security constituted by or pursuant to this Deed) unless (subject to the provisions of Condition 10 of the Second Fourth Issuer Notes) the Security Trustee: (a) shall have been directed or requested to do so by an Extraordinary Resolution of the Class A Noteholders, the Class B Noteholders or the Class C Noteholders or in writing by the holders of at least 25 per cent. in aggregate Principal Amount Outstanding of the Class A Second Fourth Issuer Notes, the Class B Second Fourth Issuer Notes or the Class C Second Fourth Issuer Notes then outstanding or by any other Second Third Issuer Secured Creditor PROVIDED THAT: (i) the Security Trustee shall not, and shall not be bound to, act at the direction or request of the Class B Noteholders as aforesaid unless either so to do would not, in the sole opinion of the Security Trustee, be materially prejudicial to the interests of the Class A Noteholders or such action is sanctioned by an Extraordinary Resolution of the Class A Noteholders; (ii) the Security Trustee shall not, and shall not be bound to, act at the direction or request of the Class C Noteholders as aforesaid unless either so to do would not, in the sole opinion of the Security Trustee, be materially prejudicial to the interests of the Class A Noteholders and/or the Class B Noteholders or such action is sanctioned by an Extraordinary Resolution of the Class A Noteholders and/or the Class B Noteholders, as the case may be; (iii) the Security Trustee shall not, and shall not be bound to, act at the direction or request of any other Second Fourth Issuer Secured Creditor as aforesaid unless so to do would not, in the sole opinion of the Security Trustee, be materially prejudicial to the interests of the Class A Noteholders and the Class B Noteholders and the Class C Noteholders or such action is sanctioned by Extraordinary Resolutions of the Class A Noteholders and the Class B Noteholders and the Class C Noteholders and each of the Second Fourth Issuer Secured Creditors who ranks higher than the relevant Second Fourth Issuer Secured Creditor in the order or priority of payments in Clause CLAUSE 6 (Payments out of the Second Fourth Issuer Accounts upon Enforcement) consents to such action; and (b) shall have been indemnified and/or secured to its satisfaction against all liabilities, actions, proceedings, claims and demands to which it may thereby render itself liable and all costs, charges, damages and expenses which it may incur by so doing and the terms of such indemnity may include the provision of a fighting fund, non-recourse loan or other similar arrangement.

Mandatory Enforcement. The Security Trustee shall not be bound to take any steps or to institute any proceedings or to take any other action under or in connection with any of the Second Sixth Issuer Transaction Documents (including, without limitation, enforcing the security constituted by or pursuant to this Deed) unless (subject to the provisions of Condition CONDITION 10 of the Second Sixth Issuer Notes) the Security Trustee: (a) shall have been directed or requested to do so by an Extraordinary Resolution of the Class A Noteholders, the Class B Noteholders or the Class C Noteholders or in writing by the holders of at least 25 per cent. in aggregate Principal Amount Outstanding of the Class A Second Sixth Issuer Notes, the Class B Second Sixth Issuer Notes or the Class C Second Sixth Issuer Notes then outstanding or by any other Second Sixth Issuer Secured Creditor PROVIDED THAT: (i) the Security Trustee shall not, and shall not be bound to, act at the direction or request of the Class B Noteholders as aforesaid unless either so to do would not, in the sole opinion of the Security Trustee, be materially prejudicial to the interests of the Class A Noteholders or such action is sanctioned by an Extraordinary Resolution of the Class A Noteholders; (ii) the Security Trustee shall not, and shall not be bound to, act at the direction or request of the Class C Noteholders as aforesaid unless either so to do would not, in the sole opinion of the Security Trustee, be materially prejudicial to the interests of the Class A Noteholders and/or the Class B Noteholders or such action is sanctioned by an Extraordinary Resolution of the Class A Noteholders and/or the Class B Noteholders, as the case may be; (iii) the Security Trustee shall not, and shall not be bound to, act at the direction or request of any other Second Sixth Issuer Secured Creditor as aforesaid unless so to do would not, in the sole opinion of the Security Trustee, be materially prejudicial to the interests of the Class A Noteholders and the Class B Noteholders and the Class C Noteholders or such action is sanctioned by Extraordinary Resolutions of the Class A Noteholders and the Class B Noteholders and the Class C Noteholders and each of the Second Sixth Issuer Secured Creditors who ranks higher than the relevant Second Sixth Issuer Secured Creditor in the order or priority of payments in Clause CLAUSE 6 (Payments out of the Second Sixth Issuer Accounts upon Enforcement) consents to such action; and (b) shall have been indemnified and/or secured to its satisfaction against all liabilities, actions, proceedings, claims and demands to which it may thereby render itself liable and all costs, charges, damages and expenses which it may incur by so doing and the terms of such indemnity may include the provision of a fighting fund, non-recourse loan or other similar arrangement.

Mandatory Enforcement. The Sixth Issuer Security Trustee shall not be bound to take any steps or to institute any proceedings or to take any other action under or in connection with any of the Second Sixth Issuer Transaction Documents (including, without limitation, enforcing the security constituted by or pursuant to this Deed) unless (subject to the provisions of Condition CONDITION 10 of the Second Sixth Issuer Notes) the Sixth Issuer Security Trustee: (a) shall have been directed or requested to do so by an Extraordinary Resolution of the Class A Sixth Issuer Noteholders, the Class B Sixth Issuer Noteholders or the Class C Sixth Issuer Noteholders or in writing by the holders of at least 25 per cent. in aggregate Principal Amount Outstanding of the Class A Second Sixth Issuer Notes, the Class B Second Sixth Issuer Notes or the Class C Second Sixth Issuer Notes then outstanding or by any other Second Sixth Issuer Secured Creditor PROVIDED THAT: (i) the Sixth Issuer Security Trustee shall not, and shall not be bound to, act at the direction or request of the Class B Sixth Issuer Noteholders as aforesaid unless either so to do would not, in the sole opinion of the Sixth Issuer Security Trustee, be materially prejudicial to the interests of the Class A Sixth Issuer Noteholders or such action is sanctioned by an Extraordinary Resolution of the Class A Sixth Issuer Noteholders; (ii) the Sixth Issuer Security Trustee shall not, and shall not be bound to, act at the direction or request of the Class C Sixth Issuer Noteholders as aforesaid unless either so to do would not, in the sole opinion of the Sixth Issuer Security Trustee, be materially prejudicial to the interests of the Class A Sixth Issuer Noteholders and/or the Class B Sixth Issuer Noteholders or such action is sanctioned by an Extraordinary Resolution of the Class A Sixth Issuer Noteholders and/or the Class B Sixth Issuer Noteholders, as the case may be; (iii) the Sixth Issuer Security Trustee shall not, and shall not be bound to, act at the direction or request of any other Second Sixth Issuer Secured Creditor as aforesaid unless so to do would not, in the sole opinion of the Sixth Issuer Security Trustee, be materially prejudicial to the interests of the Class A Sixth Issuer Noteholders and the Class B Sixth Issuer Noteholders and the Class C Sixth Issuer Noteholders or such action is sanctioned by Extraordinary Resolutions of the Class A Sixth Issuer Noteholders and the Class B Sixth Issuer Noteholders and the Class C Sixth Issuer Noteholders and each of the Second Sixth Issuer Secured Creditors who ranks higher than the relevant Second Sixth Issuer Secured Creditor in the order or priority of payments in Clause CLAUSE 6 (Payments out of the Second Sixth Issuer Bank Accounts upon Enforcement) consents to such action; and (b) shall have been indemnified and/or secured to its satisfaction against all liabilities, actions, proceedings, claims and demands to which it may thereby render itself liable and all costs, charges, damages and expenses which it may incur by so doing and the terms of such indemnity may include the provision of a fighting fund, non-recourse loan or other similar arrangement.

Mandatory Enforcement. The Seventh Issuer Security Trustee shall not be bound to take any steps or to institute any proceedings or to take any other action under or in connection with any of the Second Seventh Issuer Transaction Documents (including, without limitation, enforcing the security constituted by or pursuant to this Deed) unless (subject to the provisions of Condition 10 of the Second Seventh Issuer Notes) the Seventh Issuer Security Trustee: (a) shall have been directed or requested to do so by an Extraordinary Resolution of the Class A Seventh Issuer Noteholders, the Class B Noteholders or Seventh Issuer Noteholders, the Class C M Seventh Issuer Noteholders or in writing by the holders of at least 25 per cent. in aggregate Principal Amount Outstanding of the Class A Second Seventh Issuer Notes, the Class B Second Seventh Issuer Notes or the Class C Second M Seventh Issuer Notes Noteholders then outstanding or by any other Second Seventh Issuer Secured Creditor PROVIDED THAT: (i) the Seventh Issuer Security Trustee shall not, and shall not be bound to, act at the direction or request of the Class B Seventh Issuer Noteholders as aforesaid unless either so to do would not, in the sole opinion of the Seventh Issuer Security Trustee, be materially prejudicial to the interests of the Class A Seventh Issuer Noteholders or such action is sanctioned by an Extraordinary Resolution of the Class A Seventh Issuer Noteholders; (ii) the Seventh Issuer Security Trustee shall not, and shall not be bound to, act at the direction or request of the Class C M Seventh Issuer Noteholders as aforesaid unless either so to do would not, in the sole opinion of the Seventh Issuer Security Trustee, be materially prejudicial to the interests of the Class A Seventh Issuer Noteholders and/or the Class B Seventh Issuer Noteholders or such action is sanctioned by an Extraordinary Resolution of the Class A Seventh Issuer Noteholders and/or the Class B Seventh Issuer Noteholders, as the case may be; (iii) the Seventh Issuer Security Trustee shall not, and shall not be bound to, act at the direction or request of any other Second Seventh Issuer Secured Creditor as aforesaid unless so to do would not, in the sole opinion of the Seventh Issuer Security Trustee, be materially prejudicial to the interests of the Class A Seventh Issuer Noteholders and the Class B Seventh Issuer Noteholders and the Class C M Seventh Issuer Noteholders or such action is sanctioned by Extraordinary Resolutions of the Class A Seventh Issuer Noteholders and the Class B Seventh Issuer Noteholders and the Class C M Seventh Issuer Noteholders and each of the Second Seventh Issuer Secured Creditors who ranks higher than the relevant Second Seventh Issuer Secured Creditor in the order or priority of payments in Clause 6 (Payments out of the Second Seventh Issuer Bank Accounts upon Enforcement) consents to such action; and (b) shall have been indemnified and/or secured to its satisfaction against all liabilities, actions, proceedings, claims and demands to which it may thereby render itself liable and all costs, charges, damages and expenses which it may incur by so doing and the terms of such indemnity may include the provision of a fighting fund, non-non- recourse loan or other similar arrangement.

Mandatory Enforcement. The Security Trustee shall not be bound to take any steps or to institute any proceedings or to take any other action under or in connection with any of the Second Seventh Issuer Transaction Documents (including, without limitation, enforcing the security constituted by or pursuant to this Deed) unless (subject to the provisions of Condition CONDITION 10 of the Second Seventh Issuer Notes) the Security Trustee: (a) shall have been directed or requested to do so by an Extraordinary Resolution of the Class A Noteholders, the Class B Noteholders or the Class C Noteholders or in writing by the holders of at least 25 per cent. in aggregate Principal Amount Outstanding of the Class A Second Seventh Issuer Notes, the Class B Second Seventh Issuer Notes or the Class C Second Seventh Issuer Notes then outstanding or by any other Second Seventh Issuer Secured Creditor PROVIDED THAT: (i) the Security Trustee shall not, and shall not be bound to, act at the direction or request of the Class B Noteholders as aforesaid unless either so to do would not, in the sole opinion of the Security Trustee, be materially prejudicial to the interests of the Class A Noteholders or such action is sanctioned by an Extraordinary Resolution of the Class A Noteholders; (ii) the Security Trustee shall not, and shall not be bound to, act at the direction or request of the Class C Noteholders as aforesaid unless either so to do would not, in the sole opinion of the Security Trustee, be materially prejudicial to the interests of the Class A Noteholders and/or the Class B Noteholders or such action is sanctioned by an Extraordinary Resolution of the Class A Noteholders and/or the Class B Noteholders, as the case may be; (iii) the Security Trustee shall not, and shall not be bound to, act at the direction or request of any other Second Seventh Issuer Secured Creditor as aforesaid unless so to do would not, in the sole opinion of the Security Trustee, be materially prejudicial to the interests of the Class A Noteholders and the Class B Noteholders and the Class C Noteholders or such action is sanctioned by Extraordinary Resolutions of the Class A Noteholders and the Class B Noteholders and the Class C Noteholders and each of the Second Seventh Issuer Secured Creditors who ranks higher than the relevant Second Seventh Issuer Secured Creditor in the order or priority of payments in Clause CLAUSE 6 (Payments out of the Second Seventh Issuer Accounts upon Enforcement) consents to such action; and (b) shall have been indemnified and/or secured to its satisfaction against all liabilities, actions, proceedings, claims and demands to which it may thereby render itself liable and all costs, charges, damages and expenses which it may incur by so doing and the terms of such indemnity may include the provision of a fighting fund, non-recourse loan or other similar arrangement.