Common use of Required Enforcement Clause in Contracts

Required Enforcement. Hedge Counterparties‌ (a) Subject to paragraph (b) below, a Hedge Counterparty shall promptly terminate or close-out in full any hedging transaction under all or any of the Hedging Agreements to which it is party prior to their stated maturity, following: (i) the occurrence of an Acceleration Event and delivery to it of a notice from the Security Agent that that Acceleration Event has occurred; and (ii) delivery to it of a subsequent notice from the Security Agent (acting on the instructions of the Instructing Group) instructing it to do so. (b) Paragraph (a) above shall not apply to the extent that that Acceleration Event occurred as a result of an arrangement made between any Debtor and any Senior Creditor with the purpose of bringing about that Acceleration Event. (c) If a Hedge Counterparty is entitled to terminate or close-out any hedging transaction under paragraph (b) of Clause 4.9 (Permitted Enforcement: Hedge Counterparties) (or would have been able to if that Hedge Counterparty had given the notice referred to in that paragraph) but has not terminated or closed out each such hedging transaction, that Hedge Counterparty shall promptly terminate or close-out in full each such hedging transaction following a request to do so by the Security Agent (acting on the instructions of the Instructing Group (but for this purpose no Hedging Counterparty shall have a vote)).

Required Enforcement. Secured Hedge Counterparties‌Counterparties. (ai) Subject to paragraph (bii) below, a Secured Hedge Counterparty shall promptly terminate or close-out in full any hedging transaction under all or any of the Hedging Secured Hedge Agreements to which it is party prior to their stated maturity, following: following (iA) the occurrence of an Acceleration a Distress Event which is continuing and delivery to it of a notice from the Security Agent Designated Senior Priority Representative that that Acceleration such Distress Event has occurredoccurred and is continuing; and and (iiB) delivery to it of a subsequent notice from the Security Agent (acting on the instructions of the Instructing Group) Designated Senior Priority Representative instructing it to do so. (bii) Paragraph (ai) above shall not apply to the extent that that Acceleration such Distress Event occurred as a result of an arrangement made between any Debtor and any Senior Secured Creditor with the purpose of bringing about that Acceleration Distress Event. (ciii) If a Secured Hedge Counterparty is entitled to terminate or close-out any hedging transaction under paragraph (bf)(ii) of Clause 4.9 (Permitted Enforcement: Hedge Counterparties) above (or would have been able to if that such Secured Hedge Counterparty had given the notice referred to in that paragraph) but has not terminated or closed out each such hedging transaction, that Secured Hedge Counterparty shall promptly terminate or close-out in full each such hedging transaction following a request to do so by the Security Agent (acting on the instructions of the Instructing Group (but for this purpose no Hedging Counterparty shall have a vote))Designated Senior Priority Representative.

Required Enforcement. Hedge Counterparties‌Counterparties (a) Subject to paragraph (b) below, a Hedge Counterparty shall promptly terminate or close-out in full any hedging transaction under all or any of the Hedging Agreements to which it is party prior to their stated maturity, following: (i) the occurrence of an a Senior Acceleration Event which is continuing and delivery to it of a notice from the Security Agent that that such Senior Acceleration Event has occurredoccurred and is continuing; and (ii) delivery to it of a subsequent notice from the Security Agent (acting on the instructions of the an Instructing Group) instructing it to do so. (b) Paragraph (a) above shall not apply to the extent that that such Senior Acceleration Event occurred as a result of an arrangement made between any Debtor and any Senior Primary Creditor with the purpose of bringing about that Senior Acceleration Event. (c) If a Hedge Counterparty is entitled to terminate or close-out any hedging transaction under paragraph (b) of Clause 4.9 (Permitted Enforcement: Hedge Counterparties) (or would have been able to if that Hedge Counterparty had given the notice referred to in that paragraph) but has not terminated or closed out each such hedging transaction, that Hedge Counterparty shall promptly terminate or close-out in full each such hedging transaction following a request to do so by the Security Agent (acting on the instructions of the an Instructing Group (but for this purpose no Hedging Counterparty shall have a vote)Group).

Required Enforcement. Hedge Counterparties‌ (a) Subject to paragraph (b) below, a Hedge Counterparty shall promptly terminate or close-out in full any hedging transaction under all or any of the Hedging Agreements to which it is party prior to their stated maturity, following:following:‌ (i) the occurrence of an Acceleration Event and delivery to it of a notice from the Security Agent that that an Acceleration Event has occurred; and (ii) delivery to it of a subsequent notice from the Security Agent (acting on the instructions of the relevant Instructing Group) instructing it to do so. (b) Paragraph (a) above shall not apply to the extent that that Acceleration Event occurred as a result of an arrangement made between any Debtor and any Senior Primary Creditor with the purpose of bringing about that Acceleration Event.Event.‌ (c) If a Hedge Counterparty is entitled to terminate or close-out any hedging transaction under paragraph (b) of Clause 4.9 5.8 (Permitted Enforcement: Hedge Counterparties) (or would have been able to if that Hedge Counterparty had given the notice referred to in that paragraph) but has not terminated or closed out each such hedging transaction, that Hedge Counterparty shall promptly terminate or close-out in full each such hedging transaction following a request to do so by the Security Agent (acting on the instructions of the relevant Instructing Group (but for this purpose no Hedging Counterparty shall have a vote)Group).

Required Enforcement. Hedge Counterparties‌Hedging Counterparties (aA) Subject to paragraph (bB) below, a Hedge Hedging Counterparty shall promptly terminate or close-close out in full any hedging transaction Hedging Transaction under all or any of the Hedging Agreements to which it is party prior to their stated maturity, following: (i) the occurrence of an Acceleration Event and delivery to it of a notice from the Security Agent that that Acceleration Event has occurred; and (ii) delivery to it of a subsequent notice from the Security Agent (acting on the instructions of the an Instructing Group) instructing it to do so. (bB) Paragraph (aA) above shall not apply to the extent that that Acceleration Event occurred as a result of an arrangement made between any Debtor Obligor and any Senior Creditor with the purpose of bringing about that Acceleration Event. (cC) If a Hedge Hedging Counterparty is entitled to terminate or close-out any hedging transaction Hedging Transaction under paragraph (b4.9(B) of Clause 4.9 (Permitted Enforcement: Hedge Hedging Counterparties) (or would have been able to if that Hedge Hedging Counterparty had given the notice referred to in that paragraph) but has not terminated or closed out each such hedging transactionHedging Transaction, that Hedge Hedging Counterparty shall promptly terminate or close-out in full each such hedging transaction Hedging Transaction following a request to do so by the Security Agent (acting on the instructions of the an Instructing Group (but for this purpose no Hedging Counterparty shall have a vote)Group).

Required Enforcement. Hedge Counterparties‌ (a) Subject to paragraph (b) below, a Hedge Counterparty shall promptly terminate or close-out in full any hedging transaction under all or any of the Hedging Agreements to which it is party prior to their stated maturity, following:following:‌ (i) the occurrence of an Acceleration Event a Declared Default and delivery to it of a notice from the Security Agent that that Acceleration Event Declared Default has occurred; and (ii) delivery to it of a subsequent notice from the Security Agent (acting on the instructions of the Instructing Group) instructing it to do so. (b) Paragraph (a) above shall not apply to the extent that that Acceleration Event Declared Default occurred as a result of an arrangement made between any Debtor and any Senior Creditor with the purpose of the arrangement being the bringing about of that Acceleration Event.Declared Default.‌ (c) If a Hedge Counterparty is entitled to terminate or close-out any hedging transaction under paragraph (b) of Clause 4.9 (Permitted Enforcement: Hedge Counterparties) (or would have been able to if that Hedge Counterparty had given the notice referred to in that paragraph) but has not terminated or closed out each such hedging transaction, that Hedge Counterparty shall promptly terminate or close-out in full each such hedging transaction following a request to do so by the Security Agent (acting on the instructions of the Instructing Group (but for this purpose no Hedging Counterparty shall have a vote)Majority Senior Creditors).

Required Enforcement. Hedge Counterparties‌Counterparties (a) Subject to paragraph (b) below, a Hedge Counterparty shall promptly terminate or close-out in full any hedging transaction under all or any of the Hedging Agreements to which it is party prior to their stated maturity, following: (i) the occurrence of an Acceleration Event and delivery to it of a notice from the Security Agent that that Acceleration Event has occurred; and (ii) delivery to it of a subsequent notice from the Security Agent (acting on the instructions of the Instructing Group) instructing it to do so. (b) Paragraph (a) above shall not apply to the extent that that Acceleration Event occurred as a result of an arrangement made between any Debtor and any Senior Primary Creditor with the purpose of bringing about that Acceleration Event. (c) If a Hedge Counterparty is entitled to terminate or close-out any hedging transaction under paragraph (b) of Clause 4.9 5.9 (Permitted Enforcement: Hedge Counterparties) (or would have been able to if that Hedge Counterparty had given the notice referred to in that paragraph) but has not terminated or closed out each such hedging transaction, that Hedge Counterparty shall promptly terminate or close-out in full each such hedging transaction following a request to do so by the Security Agent (acting on the instructions of the Instructing Group (but for this purpose no Hedging Counterparty shall have a vote)Group).