Common use of No enforcement by Issuer Secured Creditors Clause in Contracts

No enforcement by Issuer Secured Creditors. Each of the Issuer Secured Creditors (other than the Issuer Security Trustee and the Note Trustee (acting on behalf of the Noteholders) and any Receiver) hereby agrees with the Master Issuer and the Issuer Security Trustee that: (a) only the Issuer Security Trustee may enforce the Issuer Security in accordance with the provisions hereof; (b) notwithstanding any other provision of this Deed or any other Issuer Transaction Document no sum due or owing to any Issuer Secured Creditor or to the Issuer Security Trustee (whether for itself or on behalf of the Issuer Secured Creditors) from or by the Master Issuer under this Deed or any other Issuer Transaction Document shall be payable by the Master Issuer except to the extent that the Master Issuer or (following enforcement of the Master Issuer Security) the Issuer Security Trustee has sufficient funds available to it (and, in the case of the Issuer Security Trustee, as a result of the realisation of that security) to pay such sum subject to and in accordance with the relevant Issuer Priority of Payments and provided that all liabilities of the Issuer required to be paid in priority thereto or pari passu therewith pursuant to such Issuer Priority of Payments have been paid, discharged and/or otherwise provided for in full PROVIDED THAT this paragraph (b) shall not apply to and shall not limit the obligations of the Master Issuer to the Noteholders under the Issuer Notes, the Issuer Trust Deed and this Deed; and (c) it shall not take any steps for the purpose of recovering any of the Issuer Secured Obligations (including, without limitation, by exercising any rights of set-off) or enforcing any rights arising out of the Issuer Transaction Documents against the Master Issuer and it shall not take any steps or legal proceedings for the winding-up, dissolution or reorganisation of, or the institution of insolvency proceedings against, the Master Issuer or for the appointment of a receiver, administrator, administrative receiver, liquidator or similar officer of the Master Issuer in respect of any or all of its revenues and assets, PROVIDED THAT (i) in the case of any Noteholder, this provision shall be subject to Clause 6.2 (Only Note Trustee to Enforce) of the Issuer Trust Deed; and (ii) in the case of any other Issuer Secured Creditor and subject to there being no Issuer Note then outstanding, if the Issuer Security Trustee having become bound to do so subject to and in accordance with the terms of this Deed and the Issuer Transaction Documents, fails to take any steps or proceedings to enforce the security created hereunder within 30 days of becoming so bound and such failure is continuing, each such other Issuer Secured Creditor shall be entitled to take such steps and proceedings to enforce its rights arising out of the relevant Issuer Transaction Document as it shall deem necessary other than the presentation of a petition or making an application for the winding up, dissolution or reorganisation of, or the institution of insolvency proceedings against, the Master Issuer or the appointment of a receiver, an administrator, administrative receiver or liquidator of the Master Issuer.

No enforcement by Issuer Secured Creditors. Each (a) Except as provided below, each of the Issuer Secured Creditors (other than than, in the case of paragraph (iii) below, the Original Note Trustee, the Australian Note Trustee and the Issuer Security Trustee and the Note Trustee (acting on behalf of the NoteholdersTrustee) and any Receiver) hereby agrees with the Master Issuer and the Issuer Security Trustee that: (ai) only the Issuer Security Trustee may enforce the Issuer Security in accordance with the provisions hereofterms and conditions of this Deed; (bii) notwithstanding it will not take any other provision of this Deed steps or any other Issuer Transaction Document no sum due proceedings to procure the winding up, administration or owing to any Issuer Secured Creditor or to the Issuer Security Trustee (whether for itself or on behalf liquidation of the Issuer Secured Creditors) from or by the Master Issuer under this Deed or any other Issuer Transaction Document shall be payable by the Master Issuer except to the extent that the Master Issuer or (following enforcement of the Master Issuer Security) the Issuer Security Trustee has sufficient funds available to it (and, in the case of the Issuer Security Trustee, as a result of the realisation of that security) to pay such sum subject to and in accordance with the relevant Issuer Priority of Payments and provided that all liabilities of the Issuer required to be paid in priority thereto or pari passu therewith pursuant to such Issuer Priority of Payments have been paid, discharged and/or otherwise provided for in full PROVIDED THAT this paragraph (b) shall not apply to and shall not limit the obligations of the Master Issuer to the Noteholders under the Issuer Notes, the Issuer Trust Deed and this DeedIssuer; and (ciii) it shall will not take any other steps or action against the Issuer or the Issuer Charged Property for the purpose of recovering any of the Issuer Secured Obligations (including, without limitation, including by exercising any rights of set-off) or enforcing any rights arising out of the Issuer Transaction Documents against the Master Issuer. (b) If the Note Trustee has failed to serve a Note Acceleration Notice or to give directions to the Issuer Security Trustee to enforce the Issuer Security or the Issuer Security Trustee has failed to enforce the Issuer Security, in each case, within 30 days of becoming bound under the terms of the Conditions, the Note Trust Deed, the Australian Conditions, the Australian Deed Poll or this Deed, as the case may be, so to do and it that failure is continuing or if there are no Notes outstanding, then each of the Issuer Secured Creditors (other than the Noteholders, to whom the provisions of Condition 10 or Australian Condition 10 (as applicable) shall not apply) will be entitled to take any steps or legal and proceedings against the Issuer for the winding-up, dissolution or reorganisation of, or the institution purpose of insolvency proceedings against, the Master Issuer or for the appointment of a receiver, administrator, administrative receiver, liquidator or similar officer recovering any of the Master Issuer Secured Obligations or enforcing any rights arising out of the Issuer Transaction Documents as it considers necessary or take any other proceedings (including lodging an appeal in any proceedings) in respect of or concerning the Issuer or the Issuer Charged Property other than any steps or all of its revenues and assets, PROVIDED THATproceedings: (i) in respect of procuring the case of any Noteholderwinding up, this provision shall be subject to Clause 6.2 (Only Note Trustee to Enforce) administration or liquidation of the Issuer Trust DeedIssuer; andand/or (ii) which would result in the case breach by it of any other Issuer Secured Creditor and subject to there being no Issuer Note then outstanding, if Clause 6 (Payments out of the Issuer Security Trustee having become bound Accounts Prior to do so subject to and in accordance with Acceleration) and/or Clause 7 (Payments out of the terms Issuer Accounts Upon Acceleration) and/or any term of this Deed and the other Issuer Transaction Documents, fails to take any steps or proceedings to enforce the security created hereunder within 30 days of becoming so bound and such failure is continuing, each such other Issuer Secured Creditor shall be entitled to take such steps and proceedings to enforce its rights arising out of the relevant Issuer Transaction Document as it shall deem necessary other than the presentation of a petition or making an application for the winding up, dissolution or reorganisation of, or the institution of insolvency proceedings against, the Master Issuer or the appointment of a receiver, an administrator, administrative receiver or liquidator of the Master Issuer.

No enforcement by Issuer Secured Creditors. Each (a) Except as provided below, each of the Issuer Secured Creditors (other than than, in the case of paragraph (iii) below, the Note Trustee and the Issuer Security Trustee and the Note Trustee (acting on behalf of the NoteholdersTrustee) and any Receiver) hereby agrees with the Master Issuer and the Issuer Security Trustee that: (ai) only the Issuer Security Trustee may enforce the Issuer Security in accordance with the provisions hereofterms and conditions of this Deed; (bii) notwithstanding it will not take any other provision of this Deed steps or any other Issuer Transaction Document no sum due proceedings to procure the winding up, administration or owing to any Issuer Secured Creditor or to the Issuer Security Trustee (whether for itself or on behalf liquidation of the Issuer Secured Creditors) from or by the Master Issuer under this Deed or any other Issuer Transaction Document shall be payable by the Master Issuer except to the extent that the Master Issuer or (following enforcement of the Master Issuer Security) the Issuer Security Trustee has sufficient funds available to it (and, in the case of the Issuer Security Trustee, as a result of the realisation of that security) to pay such sum subject to and in accordance with the relevant Issuer Priority of Payments and provided that all liabilities of the Issuer required to be paid in priority thereto or pari passu therewith pursuant to such Issuer Priority of Payments have been paid, discharged and/or otherwise provided for in full PROVIDED THAT this paragraph (b) shall not apply to and shall not limit the obligations of the Master Issuer to the Noteholders under the Issuer Notes, the Issuer Trust Deed and this DeedIssuer; and (ciii) it shall will not take any other steps or action against the Issuer or the Issuer Charged Property for the purpose of recovering any of the Issuer Secured Obligations (including, without limitation, including by exercising any rights of set-off) or enforcing any rights arising out of the Issuer Transaction Documents against the Master Issuer. (b) If the Note Trustee has failed to serve a Note Acceleration Notice or to give directions to the Issuer Security Trustee to enforce the Issuer Security or the Issuer Security Trustee has failed to enforce the Issuer Security, in each case, within 30 days of becoming bound under the terms of the Conditions, the Note Trust Deed or this Deed, as the case may be, so to do and it that failure is continuing or if there are no Notes outstanding, then each of the Issuer Secured Creditors (other than the Noteholders, to whom the provisions of Condition 10 shall not apply) will be entitled to take any steps or legal and proceedings against the Issuer for the winding-up, dissolution or reorganisation of, or the institution purpose of insolvency proceedings against, the Master Issuer or for the appointment of a receiver, administrator, administrative receiver, liquidator or similar officer recovering any of the Master Issuer Secured Obligations or enforcing any rights arising out of the Issuer Transaction Documents as it considers necessary or take any other proceedings (including lodging an appeal in any proceedings) in respect of or concerning the Issuer or the Issuer Charged Property other than any steps or all of its revenues and assets, PROVIDED THATproceedings: (i) in respect of procuring the case of any Noteholderwinding up, this provision shall be subject to Clause 6.2 (Only Note Trustee to Enforce) administration or liquidation of the Issuer Trust DeedIssuer; andand/or (ii) which would result in the case breach by it of any other Issuer Secured Creditor and subject to there being no Issuer Note then outstanding, if Clause 6 (Payments out of the Issuer Security Trustee having become bound Accounts Prior to do so subject to and in accordance with Acceleration) and/or Clause 7 (Payments out of the terms Issuer Accounts Upon Acceleration) and/or any term of this Deed and the other Issuer Transaction Documents, fails to take any steps or proceedings to enforce the security created hereunder within 30 days of becoming so bound and such failure is continuing, each such other Issuer Secured Creditor shall be entitled to take such steps and proceedings to enforce its rights arising out of the relevant Issuer Transaction Document as it shall deem necessary other than the presentation of a petition or making an application for the winding up, dissolution or reorganisation of, or the institution of insolvency proceedings against, the Master Issuer or the appointment of a receiver, an administrator, administrative receiver or liquidator of the Master Issuer.

No enforcement by Issuer Secured Creditors. Each (a) Except as provided below, each of the Issuer Secured Creditors (other than than, in the case of paragraph (iii) below, the Note Trustee and the Issuer Security Trustee and the Note Trustee (acting on behalf of the NoteholdersTrustee) and any Receiver) hereby agrees with the Master Issuer and the Issuer Security Trustee that: (ai) only the Issuer Security Trustee may enforce the Issuer Security in accordance with the provisions hereofterms and conditions of this Deed; (bii) notwithstanding it will not take any other provision of this Deed steps or any other Issuer Transaction Document no sum due proceedings to procure the winding up, administration or owing to any Issuer Secured Creditor or to the Issuer Security Trustee (whether for itself or on behalf liquidation of the Issuer Secured Creditors) from or by the Master Issuer under this Deed or any other Issuer Transaction Document shall be payable by the Master Issuer except to the extent that the Master Issuer or (following enforcement of the Master Issuer Security) the Issuer Security Trustee has sufficient funds available to it (and, in the case of the Issuer Security Trustee, as a result of the realisation of that security) to pay such sum subject to and in accordance with the relevant Issuer Priority of Payments and provided that all liabilities of the Issuer required to be paid in priority thereto or pari passu therewith pursuant to such Issuer Priority of Payments have been paid, discharged and/or otherwise provided for in full PROVIDED THAT this paragraph (b) shall not apply to and shall not limit the obligations of the Master Issuer to the Noteholders under the Issuer Notes, the Issuer Trust Deed and this DeedIssuer; and (ciii) it shall will not take any other steps or action against the Issuer or the Issuer Charged Assets for the purpose of recovering any of the Issuer Secured Obligations Liabilities (including, without limitation, including by exercising any rights of set-off) or enforcing any rights arising out of the Issuer Transaction Documents against the Master Issuer. (b) If the Note Trustee has failed to serve a Note Acceleration Notice or to give directions to the Issuer Security Trustee to enforce the Issuer Security or the Issuer Security Trustee has failed to enforce the Issuer Security, in each case, within 30 days of becoming bound under the terms of the Conditions, the Note Trust Deed or this Deed, as the case may be, so to do and it shall not that failure is continuing or if there are no Notes outstanding, then each of the Issuer Secured Creditors will be entitled to take any steps or legal and proceedings against the Issuer for the winding-up, dissolution or reorganisation of, or the institution purpose of insolvency proceedings against, the Master Issuer or for the appointment of a receiver, administrator, administrative receiver, liquidator or similar officer recovering any of the Master Issuer in respect Secured Liabilities or enforcing any rights arising out of the Transaction Documents as it considers necessary other than any steps or all of its revenues and assets, PROVIDED THATproceedings: (i) in respect of procuring the case of any Noteholderwinding up, this provision shall be subject to Clause 6.2 (Only Note Trustee to Enforce) administration or liquidation of the Issuer Trust DeedIssuer; andand/or (ii) which would result in the case breach by it of any other Issuer Secured Creditor and subject to there being no Issuer Note then outstanding, if the Issuer Security Trustee having become bound to do so subject to and in accordance with the terms of this Deed and the Issuer Transaction Documents, fails to take any steps or proceedings to enforce the security created hereunder within 30 days of becoming so bound and such failure is continuing, each such other Issuer Secured Creditor shall be entitled to take such steps and proceedings to enforce its rights arising Clause 6 (Payments out of the relevant Issuer Transaction Document as it shall deem necessary other than the presentation of a petition or making an application for the winding up, dissolution or reorganisation of, or the institution of insolvency proceedings against, the Master Issuer or the appointment of a receiver, an administrator, administrative receiver or liquidator Accounts Prior to Acceleration) and/or Clause 7 (Payments out of the Master IssuerIssuer Accounts Upon Acceleration) and/or any term of the other Transaction Documents.

No enforcement by Issuer Secured Creditors. Each of the Issuer Secured Creditors (other than the Issuer Security Trustee and the Note Trustee (acting on behalf of the Noteholders) and any Receiver) hereby agrees with the Master Issuer and the Issuer Security Trustee that: (a) only the Issuer Security Trustee may enforce the Issuer Security in accordance with the provisions hereof; (b) notwithstanding any other provision of this Deed or any other Issuer Transaction Document no sum due or owing to any Issuer Secured Creditor or to the Issuer Security Trustee (whether for itself or on behalf of the Issuer Secured Creditors) from or by the Master Issuer under this Deed or any other Issuer Transaction Document shall be payable by the Master Issuer except to the extent that the Master Issuer or (following enforcement of the Master Issuer Security) the Issuer Security Trustee has sufficient funds available to it (and, in the case of the Issuer Security Trustee, as a result of the realisation of that security) to pay such sum subject to and in accordance with the relevant Issuer Priority of Payments and provided that all liabilities of the Issuer required to be paid in priority thereto or pari passu therewith pursuant to such Issuer Priority of Payments have been paid, discharged and/or otherwise provided for in full PROVIDED THAT this paragraph (b) shall not apply to and shall not limit the obligations of the Master Issuer to the Noteholders under the Issuer Notes, the Issuer Trust Deed Notes and this Deed; and (c) it shall not take any steps for the purpose of recovering any of the Issuer Secured Obligations (including, without limitation, by exercising any rights of set-off) or enforcing any rights arising out of the Issuer Transaction Documents against the Master Issuer and it shall not take any steps or legal proceedings for the winding-up, dissolution or reorganisation of, or the institution of insolvency proceedings against, the Master Issuer or for the appointment of a receiver, administrator, administrative receiver, liquidator or similar officer of the Master Issuer in respect of any or all of its revenues and assets, PROVIDED THAT (i) in the case of any Noteholder, this provision shall be subject to Clause 6.2 7.2 (Only Note Trustee to Enforce) of the Issuer Trust Deed; and (ii) in the case of any other Issuer Secured Creditor and subject to there being no Issuer Note then outstanding, if the Issuer Security Trustee having become bound to do so subject to and in accordance with the terms of this Deed and the Issuer Transaction Documents, fails to take any steps or proceedings to enforce the security created hereunder within 30 days of becoming so bound and such failure is continuing, each such other Issuer Secured Creditor shall be entitled to take such steps and proceedings to enforce its rights arising out of the relevant Issuer Transaction Document as it shall deem necessary other than the presentation of a petition or making an application for the winding up, dissolution or reorganisation of, or the institution of insolvency proceedings against, the Master Issuer or the appointment of a receiver, an administrator, administrative receiver administrator or liquidator of the Master Issuer.

No enforcement by Issuer Secured Creditors. Each (a) Except as provided below, each of the Issuer Secured Creditors (other than than, in the case of paragraph (iii) below, the Note Trustee, the Australian Note Trustee and the Issuer Security Trustee and the Note Trustee (acting on behalf of the NoteholdersTrustee) and any Receiver) hereby agrees with the Master Issuer and the Issuer Security Trustee that: (ai) only the Issuer Security Trustee may enforce the Issuer Security in accordance with the provisions hereofterms and conditions of this Deed; (bii) notwithstanding it will not take any other provision of this Deed steps or any other Issuer Transaction Document no sum due proceedings to procure the winding up, administration or owing to any Issuer Secured Creditor or to the Issuer Security Trustee (whether for itself or on behalf liquidation of the Issuer Secured Creditors) from or by the Master Issuer under this Deed or any other Issuer Transaction Document shall be payable by the Master Issuer except to the extent that the Master Issuer or (following enforcement of the Master Issuer Security) the Issuer Security Trustee has sufficient funds available to it (and, in the case of the Issuer Security Trustee, as a result of the realisation of that security) to pay such sum subject to and in accordance with the relevant Issuer Priority of Payments and provided that all liabilities of the Issuer required to be paid in priority thereto or pari passu therewith pursuant to such Issuer Priority of Payments have been paid, discharged and/or otherwise provided for in full PROVIDED THAT this paragraph (b) shall not apply to and shall not limit the obligations of the Master Issuer to the Noteholders under the Issuer Notes, the Issuer Trust Deed and this DeedIssuer; and (ciii) it shall will not take any other steps or action against the Issuer or the Issuer Charged Property for the purpose of recovering any of the Issuer Secured Obligations (including, without limitation, including by exercising any rights of set-off) or enforcing any rights arising out of the Issuer Transaction Documents against the Master Issuer. (b) If the Note Trustee has failed to serve a Note Acceleration Notice or to give directions to the Issuer Security Trustee to enforce the Issuer Security or the Issuer Security Trustee has failed to enforce the Issuer Security, in each case, within 30 days of becoming bound under the terms of the Conditions, the Note Trust Deed, the Australian Conditions, the Australian Deed Poll or this Deed, as the case may be, so to do, and it that failure is continuing or, if there are no Notes outstanding, then each of the Issuer Secured Creditors (other than the Noteholders, to whom the provisions of Condition 10 or Australian Condition 10 (as applicable) shall not apply) will be entitled to take any steps or legal and proceedings against the Issuer for the winding-up, dissolution or reorganisation of, or the institution purpose of insolvency proceedings against, the Master Issuer or for the appointment of a receiver, administrator, administrative receiver, liquidator or similar officer recovering any of the Master Issuer Secured Obligations or enforcing any rights arising out of the Issuer Transaction Documents as it considers necessary or take any other proceedings (including lodging an appeal in any proceedings) in respect of or concerning the Issuer or the Issuer Charged Property other than any steps or all of its revenues and assets, PROVIDED THATproceedings: (i) in respect of procuring the case of any Noteholderwinding up, this provision shall be subject to Clause 6.2 (Only Note Trustee to Enforce) administration or liquidation of the Issuer Trust DeedIssuer; andand/or (ii) which would result in the case breach by it of any other Issuer Secured Creditor and subject to there being no Issuer Note then outstanding, if Clause 6 (Payments out of the Issuer Security Trustee having become bound Accounts Prior to do so subject to and in accordance with Acceleration) and/or Clause 7 (Payments out of the terms Issuer Accounts Upon Acceleration) and/or any term of this Deed and the other Issuer Transaction Documents, fails to take any steps or proceedings to enforce the security created hereunder within 30 days of becoming so bound and such failure is continuing, each such other Issuer Secured Creditor shall be entitled to take such steps and proceedings to enforce its rights arising out of the relevant Issuer Transaction Document as it shall deem necessary other than the presentation of a petition or making an application for the winding up, dissolution or reorganisation of, or the institution of insolvency proceedings against, the Master Issuer or the appointment of a receiver, an administrator, administrative receiver or liquidator of the Master Issuer.