Procedure for novations. (a) A novation is effected if:
(i) the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Schedule 5 (a "NOVATION CERTIFICATE"); and
(ii) the Agent executes it;
(iii) the New Bank gives the Spanish Security Agent a notarised and apostillised power of attorney in the form of Schedule 8 (Form of Bank's Power of Attorney); and
(iv) the New Bank gives the Spanish Security Agent a notarised and apostilled deed of assignment of interest in the form of Schedule 9 (Form of Deed of Assignment of Interest).
(b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorises the Agent to execute any duly completed Novation Certificate on its behalf.
(c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate:
(i) the Existing Bank and the other Parties (the "EXISTING PARTIES") will be released from their obligations to each other (the "DISCHARGED OBLIGATIONS");
(ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank;
(iii) the rights of the Existing Bank against the existing Parties and vice versa (the "DISCHARGED RIGHTS") will be cancelled; and
(iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.
Procedure for novations. (a) A novation is effected if the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Part 1 of Schedule 5 (a Novation Certificate) and the Agent executes it.
(b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorises the Agent to execute any duly completed Novation Certificate on its behalf.
(c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate:
(i) the Existing Bank and the other Parties (the existing Parties) will be released from their obligations to each other (the discharged obligations);
(ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank;
(iii) the rights of the Existing Bank against the existing Parties and vice versa (the discharged rights) will be cancelled; and
(iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.
Procedure for novations. (a) A novation is effected if:
(i) the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Schedule 4 (a "NOVATION CERTIFICATE"); and
(ii) the Agent executes it.
(b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorises the Agent to execute any duly completed Novation Certificate on its behalf.
(c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate:
(i) the Existing Bank and the other Parties (the "EXISTING PARTIES") will be released from their obligations to each other (the "DISCHARGED OBLIGATIONS");
(ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank;
(iii) the rights of the Existing Bank against the existing Parties and vice versa (the "DISCHARGED RIGHTS") will be cancelled; and
(iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, -------------------------------------------------------------------------------- 46 BK:796867.10 -------------------------------------------------------------------------------- all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.
Procedure for novations. (a) A novation is effected if:
(i) the Existing Funding 1 Liquidity Facility Provider and the New Funding 1 Liquidity Facility Provider deliver to the Security Trustee a duly completed Novation Certificate, substantially in the form of Schedule 4; and
(ii) the Security Trustee executes such Novation Certificate.
(b) To the extent that they are expressed to be the subject of the novation in the Novation Certificate:
(i) the Existing Funding 1 Liquidity Facility Provider and the other Parties (the Existing Parties) will be released from their obligations to each other (the Discharged Obligations);
(ii) the New Funding 1 Liquidity Facility Provider and the Existing Parties will assume obligations towards each other which differ from the Discharged Obligations only insofar as they are owed to or assumed by the New Funding 1 Liquidity Facility Provider instead of the Existing Funding 1 Liquidity Facility Provider;
(iii) the rights of the Existing Funding 1 Liquidity Facility Provider against the Existing Parties and vice versa (the Discharged Rights) will be cancelled; and
(iv) the New Funding 1 Liquidity Facility Provider and the Existing Parties will acquire rights against each other which differ from the Discharged Rights only insofar as they are exercisable by or against the New Funding 1 Liquidity Facility Provider instead of the Existing Funding 1 Liquidity Facility Provider, all on the date of execution of the Novation Certificate by the Security Trustee or, if later, the date specified in the Novation Certificate.
Procedure for novations. (a) A novation is effected if:
(i) the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Part I of Schedule 5 (a "NOVATION CERTIFICATE"),
(ii) the Agent executes it; and
(iii) the novation is in accordance with Clause 26.2(a) (Transfers by Banks).
(b) Each party (other than the Existing Bank and the New Bank) irrevocably authorises the Agent to execute any duly completed Novation Certificate on its behalf.
(c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate:
(i) the Existing Bank and the other Parties (the "EXISTING PARTIES") will be released from their obligations to each other (the "DISCHARGED OBLIGATIONS");
(ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank;
(iii) the rights of the Existing Bank against the existing Parties and vice versa (the "DISCHARGED RIGHTS") will be cancelled; and
(iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate.
Procedure for novations. (a) A novation is effected if:
(i) the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Schedule 5 (Form of Novation Certificate) (a Novation Certificate); and
(ii) the Agent executes it, provided that the Agent is only obliged to execute a Novation Certificate upon its satisfaction (acting reasonably) with the results of all “know your customer” or other checks relating to the identity of any person that it is required to carry out in relation to the transfer to such New Bank.
(b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorises the Agent to execute any duly completed Novation Certificate on its behalf.
(c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate:
(i) the Existing Bank and the other Parties (the existing Parties) will be released from their obligations to each other (the discharged obligations);
(ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank;
(iii) the rights of the Existing Bank against the existing Parties and vice versa (the discharged rights) will be cancelled; and
(iv) the New Bank and the existing Parties will acquire rights against each other which differ from the discharged rights only insofar as they are exercisable by or against the New Bank instead of the Existing Bank, all on the date of execution of the Novation Certificate by the Agent or, if later, the date specified in the Novation Certificate (the Transfer Date).
Procedure for novations. (a) A novation is effected if:
(i) the Existing Lender and the New Lender deliver to the Agent a duly completed certificate, substantially in the form of Appendix 3 (a “Novation Certificate”); and
(ii) the Agent and the Borrower executes it.
(b) Each Party (other than the Existing Lender and the New Lender) irrevocably authorizes the Agent to execute any duly completed Novation Certificate on its behalf.
(c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate:
(i) the Existing Lender and the other Finance Parties (the “Existing Parties”) will be released from their obligations to each other (the “Discharged Obligations”);
(ii) the New Lender and the Existing Parties will assume obligations towards each other which differ from the Discharged Obligations only insofar as they are owed to, or assumed by, the New Lender instead of the Existing Lender;
(iii) the rights of the Existing Lender against the Existing Parties and vice versa (the “Discharged Rights”) will be cancelled; and
Procedure for novations. (a) A novation is effected if the Existing Lender and the New Lender deliver to the Facility Agent a duly completed certificate, substantially in the form set out in the Second Schedule (a "Transfer Certificate") and the Facility Agent executes it (such execution not to be unreasonably withheld or delayed).
(b) Each party to this Agreement (other than the Existing Lender and the New Lender) irrevocably authorises the Facility Agent promptly to execute any duly completed Transfer Certificate on its behalf.
Procedure for novations. (a) A novation is effected if:-
(i) the Existing Bank and the New Bank deliver to the Agent a duly completed certificate, substantially in the form of Schedule 4 (a "Novation Certificate"); and (ii) the Agent executes it.
(b) Each Party (other than the Existing Bank and the New Bank) irrevocably authorises the Agent to execute any duly completed Novation Certificate on its behalf.
(c) To the extent that they are expressed to be the subject of the novation in the Novation Certificate:-
(i) the Existing Bank and the other Parties (the "existing Parties") will be released from their obligations to each other (the "discharged obligations"); (ii) the New Bank and the existing Parties will assume obligations towards each other which differ from the discharged obligations only insofar as they are owed to or assumed by the New Bank instead of the Existing Bank; (iii) the rights of the Existing Bank against the existing Parties and vice versa (the "discharged rights") will be cancelled; and
Procedure for novations. 3.1 A novation is effected if:
27.3.1.1 the Existing Lender and the New Lender deliver to the Facility Agent a duly completed certificate, substantially in the form of Schedule 4 (Form of Novation Certificate) (a “Novation Certificate”); and
27.3.1.2 the Facility Agent executes that Novation Certificate.
