Common use of Material Contracts Containing Prohibition on Charging Clause in Contracts

Material Contracts Containing Prohibition on Charging. (a) Until the relevant consent has been obtained, there shall be excluded from the charge created by Clause 3.1 (Fixed Charges) without prejudice to Clause 4.2 (Non-Assignable Material Contracts), any Material Contract which by its terms either precludes absolutely the Chargor from creating any charge over such Material Contract or requires the consent of any third party prior to the creation of such Charge, and such consent has not previously been obtained (each an “Excluded Property”). (b) With regard to each Excluded Property the Chargor undertakes to (i) (A) provide the Security Trustee with a list of all consents needed as soon as practicable after the date hereof and (B) make an application for the consent of the relevant third party to the creation of the charge contained in Clause 3.1 (Fixed Charges) or to be created pursuant to Clause 8.8 (Maintenance of Property) or Clause 13 (Further Assurances) within 14 days of the date hereof, or if later within 14 days of the date on which the obligation to create such charge arises, and (ii) use all reasonable endeavours to obtain such consent as soon as possible and keep the Security Trustee informed of the progress of the Chargor’s negotiations with each such third party. (c) Forthwith, upon receipt of the relevant third party’s consent as aforesaid, the relevant Excluded Property shall thereupon stand charged to the Security Trustee pursuant to the terms of Clause 3.1 (Fixed Charges) above. If required by the Security Trustee at any time following receipt of such consent, the Chargor will execute a valid charge or assignment in such form as the Security Trustee shall reasonably require.