Prospective liabilities. Following acceleration of any of the Transaction Security, the Security Agent may, in its discretion, or at the request of the Facility Agent, hold any Recoveries in an interest bearing suspense or impersonal account(s) in the name of the Security Agent with such financial institution (including itself) and for so long as the Security Agent shall think fit (the interest being credited to the relevant account) for later payment to the Facility Agent for application in accordance with Clause 38.5 (Application of receipts; partial payments) in respect of:
(a) any sum to the Security Agent, any Receiver or any Delegate; and
(b) any part of the Secured Liabilities, that the Security Agent or, in the case of paragraph (b) only, the Facility Agent, reasonably considers, in each case, might become due or owing at any time in the future.
Prospective liabilities. Following acceleration, the Security Agent may, in its discretion, hold any amount of the Recoveries in an interest-bearing suspense or impersonal account(s) in the name of the Security Agent with such financial institution (including itself) and for so long as the Security Agent shall think fit (the interest being credited to the relevant account) for later application under Clause 29.1 (Order of application) in respect of:
(a) any sum to the Security Agent, any Receiver or any Delegate; and
(b) any part of the Secured Liabilities, that the Security Agent reasonably considers, in each case, might become due or owing at any time in the future.
Prospective liabilities. Following a Distress Event the Security Agent may, in its discretion, hold any amount of the Group Recoveries not in excess of the Expected Amount (as defined below) in an interest bearing suspense or impersonal account(s) in the name of the Security Agent with such financial institution (including itself) and for so long as the Security Agent shall think fit until otherwise directed by an Instructing Group (provided that the Security Agent is not obliged to act on such instructions given by an Instructing Group with respect to an Expected Amount that the Security Agent reasonably believes might become owing to it) (the interest being credited to the relevant account) for later application under Clause 18.1 (Order of Application of Group Recoveries) in respect of:
(a) any sum to any Security Agent, any Receiver or any Delegate; and
(b) any part of the Liabilities, the Agent Liabilities or the Arranger Liabilities, that the Security Agent reasonably considers, in each case, might become due or owing at any time in the future (the “Expected Amount”).
Prospective liabilities. Following enforcement of any of the Transaction Security, the Security Agent may, in its discretion, or at the request of the Facility Agent, hold any Recoveries in an interest bearing suspense or impersonal account(s) in the name of the Security Agent with such financial institution (including itself) and for so long as the Security Agent shall think fit (the interest being credited to the relevant account) for later payment to the Facility Agent for application in accordance with Clause 30.28 (Application of receipts) in respect of:
Prospective liabilities. Following a Distress Event the Security Agent may, in its discretion:
(a) hold any amount of the Recoveries which is in the form of cash, and any cash which is generated by holding, managing, exploiting, collecting, realising or disposing of any Non-Cash Consideration, in one or more suspense or impersonal accounts in the name of the Security Agent with such financial institution (including itself) as the Security Agent shall think fit (the interest or charges, if any, being credited or deducted to the relevant account); and hold, manage, exploit, collect and realise any amount of the Recoveries which is in the form of Non-Cash Consideration, in each case for so long as the Security Agent shall think fit for later application under Clause 14.1 (Order of application) in respect of:
(i) any sum to any Security Agent, any Receiver or any Delegate; and
(ii) any part of the Liabilities, that the Security Agent reasonably considers, in each case, might become due or owing at any time in the future.
Prospective liabilities. Following enforcement of any of the Transaction Security, the Security Agent may, in its discretion, or at the request of the Facility Agent, hold any Recoveries in a suspense or impersonal account(s) in the name of the Security Agent with such financial institution (including itself) and for so long as the Security Agent shall think fit for later payment to the Facility Agent for application in accordance with Clause 30.28 (Application of receipts) in respect of:
(a) any sum to the Security Agent, any Receiver or any Delegate; and
(b) any part of the Secured Liabilities, that the Security Agent or, in the case of paragraph (b) only, the Facility Agent, reasonably considers, in each case, might become due or owing at any time in the future.
Prospective liabilities. Following a Distress Event the Common Security Agent may, in its discretion hold any amount of the Recoveries in one or more interest bearing suspense or impersonal accounts in the name of the Common Security Agent with such financial institution (including itself) as the Common Security Agent shall think fit (the interest being credited to the relevant account for so long as the Common Security Agent shall think fit for later application under Clause 19.1 (Order of application) in respect of:
(a) any sum to the Common Security Agent, any Receiver or any Delegate; and
(b) any part of the Liabilities, that the Common Security Agent reasonably considers, in each case, might become due or owing at any time in the future.
Prospective liabilities. Following the occurrence of a Facilities Agreement Acceleration Event, the Security Agent may, in its sole discretion and to the fullest extent permitted by applicable law, hold any amount of the Debt Claim Recoveries in an interest bearing suspense or impersonal account(s) in the name of the Security Agent with a financial institution (including itself) which has a rating for its long-term unsecured and non credit-enhanced debt obligations of A- or higher by S&P or A- or higher by Fitch or A3 or higher by Xxxxx’x or a comparable rating from an internationally recognised credit rating agency and for so long as the Security Agent shall think fit (but no later than 180 days) (the interest being credited to the relevant account) for later application under Clause 10.1 (Order of Application – Transaction Security Recoveries) or Clause 10.2 (Order of Application – Debt Claim Recoveries) in respect of:
(a) any sum to any Security Agent (including, for the avoidance of doubt, any legal or other professional advisers’ fees and all taxes incurred thereon by the Security Agent), any Receiver or any Delegate; and
(b) any part of the Facilities Agreement Creditor Liabilities, the Refinancing Creditor Liabilities, the Noteholder Liabilities, the Noteholder Trustee Liabilities or the Agent Liabilities, that the Security Agent reasonably considers, in each case, might become due or owing at any time in the future.
Prospective liabilities. Following enforcement of any of the Transaction Security the Security Agent may, in its discretion, hold any amount of the Recoveries in a non interest bearing suspense or impersonal account(s) in the name of the Security Agent with such financial institution (including itself) and for so long as the Security Agent shall think fit (the interest being credited to the relevant account) for later application under Clause 28.1 (Order of application) in respect of:
(a) any sum payable to the Security Agent, any Receiver or any Delegate; and
(b) any part of the Secured Liabilities, that the Security Agent reasonably considers, in each case, might become due or owing at any time in the future.
Prospective liabilities. Following a Distress Event the Security Trustee may, in its discretion, hold any amount of the Recoveries in an interest bearing suspense or impersonal account(s) in the name of the Security Trustee with such financial institution (including itself) and for so long as the Security Trustee shall think fit (the interest being credited to the relevant account) for later application under Clause 14.1 (Order of Application) in respect of:
(a) any sum to any Security Trustee, any Receiver or any Delegate; and
(b) any part of the Liabilities, that the Security Trustee reasonably considers, in each case, might become due or owing at any time in the future.
