Common use of Resignation of a Debtor Clause in Contracts

Resignation of a Debtor. a) The Company may request that a Debtor (other than the Company) ceases to be a Debtor by delivering to the Security Agent a Debtor Resignation Request. b) The Security Agent shall accept a Debtor Resignation Request and notify the Company and each other Party of its acceptance if: (i) the Company has confirmed that no Default is continuing or would result from the acceptance of the Debtor Resignation Request; (ii) to the extent that the RCF Lender Discharge Date has not occurred, each relevant Creditor Representative notifies the Security Agent that the Debtor is not, or has ceased to be, a Borrower or a Guarantor under the RCF Agreement (each such term as defined therein); (iii) each Hedge Counterparty notifies the Security Agent that that Debtor is under no actual or contingent obligations to that Hedge Counterparty in respect of the Hedging Liabilities; (iv) to the extent that the Pari Passu Discharge Date has not occurred, each Pari Passu Bond Trustee notifies the Security Agent that the Debtor is not, or has ceased to be, an issuer or guarantor of the Pari Passu Liabilities for which it is the Creditor Representative; and (v) the Company confirms that that Debtor is under no actual or contingent obligations in respect of the Intra-Group Liabilities and the Subordinated Liabilities. c) Upon notification by the Security Agent to the Company of its acceptance of the resignation of a Debtor, that member of the Group shall cease to be a Debtor and shall have no further rights or obligations under this Agreement as a Debtor.

Resignation of a Debtor. (a) The Company Borrower may request that a Debtor (other than the CompanyBorrower) ceases to be a Debtor by delivering to the Security Agent a Debtor Resignation Request. (b) The Security Agent shall accept a Debtor Resignation Request and notify the Company Borrower and each other Party of its acceptance if: (i) the Company Borrower has confirmed that no Default is continuing or would result from the acceptance of the Debtor Resignation Request; (ii) to the extent that the RCF Lender Senior Facilities Discharge Date has not occurred, each relevant Creditor Representative the Senior Agent notifies the Security Agent that the that Debtor is not, or has ceased to be, a Borrower person granting security, guarantee, indemnity or a Guarantor under other assurance against loss in respect of any of the RCF Agreement (each such term as defined therein)Senior Facility Liabilities; (iii) each Hedge Counterparty notifies the Security Agent that that Debtor is under no actual or contingent obligations to that Hedge Counterparty in respect of the Hedging Liabilities;; and (iv) to the extent that the Pari Passu Discharge Date has not occurred, each Pari Passu Bond Trustee notifies the Security Agent that the Debtor is not, or has ceased to be, an issuer or guarantor of the Pari Passu Liabilities for which it is the Creditor Representative; and (v) the Company Borrower confirms that that Debtor is under no actual or contingent obligations in respect of the Intra-Group Liabilities and the Subordinated Liabilities. (c) Upon notification by the Security Agent to the Company Borrower of its acceptance of the resignation of a Debtor, that member of the Group Debtor shall cease to be a Debtor and shall have no further rights or obligations under this Agreement as a Debtor.

Resignation of a Debtor. (a) The Company may request that a Debtor (other than the Company) ceases to be a Debtor by delivering to the Security Agent a Debtor Resignation Request. (b) The Security Agent shall accept a Debtor Resignation Request and notify the Company and each other Party of its acceptance if: (i) the Company has confirmed that no Default is continuing or would result from the acceptance of the Debtor Resignation Request; (ii) to the extent that the RCF Credit Facility Lender Discharge Date has not occurred, each relevant Creditor Representative notifies the Security Agent that the such Debtor is not, or has ceased to be, a Borrower or a Guarantor under the RCF Credit Facility Agreement (each such term as defined therein); (iii) each Hedge Counterparty notifies the Security Agent that that such Debtor is under no actual or contingent obligations to that Hedge Counterparty in respect of the Hedging Liabilities; (iv) to the extent that the Pari Passu Debt Discharge Date has not occurred, each Pari Passu Bond Trustee notifies the Security Agent that the Debtor is not, or has ceased to be, an issuer or guarantor of the Pari Passu Debt Liabilities for which it is the Creditor Representative; and (v) the Company confirms that that such Debtor is under no actual or contingent obligations in respect of the Intra-Group Liabilities and the Subordinated Liabilities. (c) Upon notification by the Security Agent to the Company of its acceptance of the resignation of a Debtor, that member of the Restricted US Group shall cease to be a Debtor and shall have no further rights or obligations under this Agreement as a Debtor.

Resignation of a Debtor. (a) The Company Parent may request that a Debtor (other than the Company) ceases to be a Debtor by delivering to the Security Agent a Debtor Resignation Request. (b) The Security Agent shall accept a Debtor Resignation Request and notify the Company Parent and each other Party Creditor Representative of its acceptance if: (i) the Company Parent has confirmed certified that (A) no Default is continuing or would result from the acceptance of the Debtor Resignation Request, and (B) such Debtor is under no actual or contingent obligations in respect of the Intra-Group Liabilities; (ii) to the extent that the RCF Credit Facility Lender Discharge Date has not occurred, each relevant Creditor Representative notifies confirms to the Security Agent that the that Debtor is not, or has ceased to be, a Credit Facility Borrower or a Guarantor under the RCF Agreement (each such term as defined therein);Credit Facility Guarantor; and (iii) each Hedge Counterparty notifies the Security Agent that that Debtor is under no actual or contingent obligations to that Hedge Counterparty in respect of the Hedging Liabilities; (iv) to the extent that the Pari Passu Senior Secured Note Discharge Date has not occurred, each Pari Passu Bond Senior Secured Note Trustee notifies confirms to the Security Agent that the Debtor is not, or has ceased to be, an issuer or guarantor of the Pari Passu Senior Secured Note Liabilities for which it is the Creditor Representative; and (v) the Company confirms that that Debtor is under no actual or contingent obligations in respect of the Intra-Group Liabilities and the Subordinated Liabilities. c) Upon notification by the Security Agent to the Company Parent of its acceptance of the resignation of a Debtor, that member of the Group shall cease to be a Debtor and shall have no further rights or obligations under this Agreement as a Debtor.

Resignation of a Debtor. (a) The Company Agent shall not accept a Resignation Letter (as defined in the Senior Facilities Agreement) from a Guarantor under clause 31.5 (Resignation of a Guarantor) of the Senior Facilities Agreement unless each Hedge Counterparty has notified the Security Agent that no payment is due from that Guarantor to that Hedge Counterparty under clause 23 (Guarantee and indemnity) of the Senior Facilities Agreement. The Security Agent shall, upon receiving that notification, notify the Agent. (b) The Parent may request that a Debtor (other than the Company) ceases to be a Debtor by delivering to the Security Agent a Debtor Resignation Request. b(c) The Security Agent shall accept a Debtor Resignation Request and notify the Company Parent and each other Party of its acceptance if: (i) the Company Parent has confirmed that no Default is continuing or would result from the acceptance of the Debtor Resignation Request; (ii) to the extent that the RCF Senior Lender Discharge Date has not occurred, each relevant Creditor Representative the Agent notifies the Security Agent that the that Debtor is not, or has ceased to be, a Borrower or a Guarantor under the RCF Agreement (each such term as defined therein)Guarantor; (iii) each Hedge Counterparty notifies the Security Agent that that Debtor is under no actual or contingent obligations to that Hedge Counterparty in respect of the Hedging Liabilities;; and (iv) to the extent that the Pari Passu Discharge Date has not occurred, each Pari Passu Bond Trustee notifies the Security Agent that the Debtor is not, or has ceased to be, an issuer or guarantor of the Pari Passu Liabilities for which it is the Creditor Representative; and (v) the Company Parent confirms that that Debtor is under no actual or contingent obligations in respect of the Intra-Group Liabilities and the Subordinated Liabilities. c(d) Upon notification by the Security Agent to the Company Parent of its acceptance of the resignation of a Debtor, that member of the Group shall cease to be a Debtor and shall have no further rights or obligations under this Agreement as a Debtor.

Resignation of a Debtor. (a) The Company Parent may request that a Debtor (other than the Company) ceases to be a Debtor by delivering to the Security Agent a Debtor Resignation Request. (b) The Security Agent shall accept a Debtor Resignation Request and notify the Company Parent and each other Party Creditor Representative of its acceptance if: (i) the Company Parent has confirmed certified that (A) no Default is continuing or would result from the acceptance of the Debtor Resignation Request, and (B) such Debtor is under no actual or contingent obligations in respect of the Intra-Group Liabilities; (ii) to the extent that the RCF Credit Facility Lender Discharge Date has not occurred, each relevant Creditor Representative notifies confirms to the Security Agent that the that Debtor is not, or has ceased to be, a Credit Facility Borrower or a Guarantor under the RCF Agreement (each such term as defined therein);Credit Facility Guarantor; and (iii) each Hedge Counterparty notifies the Security Agent that that Debtor is under no actual or contingent obligations to that Hedge Counterparty in respect of the Hedging Liabilities; (iv) to the extent that the Pari Passu Debt Discharge Date has not occurred, each Pari Passu Bond Note Trustee notifies confirms to the Security Agent that the Debtor is not, or has ceased to be, an issuer or guarantor of the Pari Passu Debt Liabilities for which it is the Creditor Representative; and (v) the Company confirms that that Debtor is under no actual or contingent obligations in respect of the Intra-Group Liabilities and the Subordinated Liabilities. c) Upon notification by the Security Agent to the Company Parent of its acceptance of the resignation of a Debtor, that member of the Group shall cease to be a Debtor and shall have no further rights or obligations under this Agreement as a Debtor.