Common use of Revocation on specific grounds Clause in Contracts

Revocation on specific grounds. The global revocation of the Mandates for any French Seller, notified in accordance with Clause 17.1, may occur in the following cases: (a) Revocation of the Mandates with ten 10 (ten) Business Days’ prior notice (i) irrespective of whether a Default Notice has been sent to the Factor in that respect, in case of the occurrence of (A) a material change in a French Seller’s legal situation; or (B) a significant deterioration of a French Seller’s financial position; or (C) severe deficiencies in a French Seller’s accounting management; or (D) significant delays or any aggravation of delays for payment in respect of suppliers and unsecured or secured creditors (such as inter alia the French Trésor Public, Urssaf, caisses de retraite etc.) of a French Seller (other than resulting from the normal course of such French Seller’s business) which, individually or collectively, would have a Material Adverse Effect; (ii) for a period of forty-five (45) days, the occurrence of at least three (3) seizures or attachments from several creditors of a French Seller (or other equivalent proceedings under relevant laws, such as inter alia under French law avis à tiers détenteurs and saisies of all types) for an aggregate amount in excess of (A) three hundred thousand Euros (EUR 300,000), for any of the French Sellers (other than Alcan Rhenalu); and (B) six hundred thousand Euros (EUR 600,000), for Alcan Rhenalu, unless such seizures or attachments are finally dismissed within forty-five (45) days from the sending of a notice to that effect to the relevant French Seller; (iii) in case of the occurrence of any Event of Default with respect to a French Seller which is continuing (other than resulting from Clause 11.2.2(c)(iv)), for which the Factor has decided not to terminate the Agreement, and in particular, a failure by a French Seller to comply with its Credit and Collection Procedures or a failure to domicile payments of Transferred Receivables in the relevant Collection Account; then the Factor may, by sending a ten (10) Business Days prior notice to the relevant French Seller (with a copy to the Parent Company) terminate the Mandates in relation to such relevant French Seller;

Revocation on specific grounds. The global revocation of the Mandates for any French Seller, notified in accordance with Clause 17.1, may occur in the following cases: (a) Revocation of the Mandates with ten 10 (ten) Business Days’ prior notice (i) irrespective of whether a Default Notice has been sent to the Factor in that respect, in case of the occurrence of (A) a material change in a French Seller’s legal situation; or (B) a significant deterioration of a French Seller’s financial position; or (C) severe deficiencies in a French Seller’s accounting management; or (D) significant delays or any aggravation of delays for payment in respect of suppliers and unsecured or secured creditors (such as inter alia the French Trésor Public, Urssaf, caisses de retraite etc.) of a French Seller (other than resulting from the normal course of such French Seller’s business) which, individually or collectively, would have a Material Adverse Effect; (ii) for a period of forty-five (45) days, the occurrence of at least three (3) seizures or attachments from several creditors of a French Seller (or other equivalent proceedings under relevant laws, such as inter alia under French law avis à tiers détenteurs and saisies of all types) for an aggregate amount in excess of (A) three hundred thousand Euros (EUR 300,000), for any of the French Sellers (other than Alcan RhenaluConstellium France); and (B) six hundred thousand Euros (EUR 600,000), for Alcan RhenaluConstellium France, unless such seizures or attachments are finally dismissed within forty-five (45) days from the sending of a notice to that effect to the relevant French Seller; (iii) in case of the occurrence of any Event of Default with respect to a French Seller which is continuing (other than resulting from Clause 11.2.2(c)(iv)), for which the Factor has decided not to terminate the Agreement, and in particular, a failure by a French Seller to comply with its Credit and Collection Procedures or a failure to domicile payments of Transferred Receivables in the relevant Collection Account; then the Factor may, by sending a ten (10) Business Days prior notice to the relevant French Seller (with a copy to the Parent Company) terminate the Mandates in relation to such relevant French Seller; (b) Revocation of the Mandates with a twenty (20) Business Days’ prior notice in case of the Factoring Accounts, the ledgers or any documents of a French Seller in relation to the Transferred Receivables evidence any of the following events: (i) for a continuous period of three (3) consecutive months, the percentage of invoices overdue by more than thirty (30) calendar days is in excess of ten per cent (10%) of the outstanding amount of Transferred Receivables assigned to the Factor as calculated on a monthly basis (the “Overdue Threshold”), provided that: (A) if, upon the Overdue Threshold being exceeded, it appears that the invoices overdue by more than thirty (30) calendar days for one Debtor account for more than seven per cent (7%) of the outstanding amount of Transferred Receivables, the Factor may terminate the Mandates of such relevant French Seller in relation to that Debtor only and the Factor shall be entitled to stop being assigned Receivables over that Debtor; and, then (B) if the Overdue Threshold is still in excess of ten per cent (10%) of the outstanding amount of Transferred Receivables after having excluded the amount of invoices overdue relating to the Debtor referred in sub-paragraph (A) above from the calculation thereof, the Factor may terminate the Mandates of such relevant French Seller in relation to all Debtors of that French Seller; (ii) for a continuous period of three (3) consecutive months, the existence of Indirect Payments and Dilutions, in excess of ten per cent (10%) of the outstanding amount of Transferred Receivables assigned to the Factor, without prejudice of the application of Clause 8.4, (the “Indirect Payments and Dilutions Threshold”), provided that: (A) if, upon the Indirect Payments and Dilutions Threshold being exceeded, it appears that the Indirect Payments and Dilutions for one Debtor account for more than seven per cent (7%) of the outstanding amount of Transferred Receivables, the Factor may terminate the Mandates of such relevant French Seller in relation to that Debtor only and the Factor shall be entitled to stop being assigned Receivables over that Debtor; and, then (B) if the Indirect Payments and Dilutions Threshold is still in excess of ten per cent (10%) of the outstanding amount of Transferred Receivables after having excluded the amount of Indirect Payments and Dilutions relating to the Debtor referred in sub-paragraph (A) above from the calculation thereof, the Factor may terminate the Mandates of such relevant French Seller in relation to all Debtors of that French Seller; (iii) for a continuous period of three (3) consecutive months, a negative difference of ten per cent (10 %) or more between (i) the amount of settlements actually cashed, as recorded to the credit of the OAA and (ii) cash application details (lettrage), as recorded to the debit balance of the OAA; (iv) any absence of credit movements noted in the relevant Collection Account for five (5) consecutive Business Days (or ten (10) consecutive Business Days during each month of August); (v) breach of any of a French Seller’s undertakings under Clause 4.2 to the extent that such breach has a Material Adverse Effect; (vi) any change in the Credit and Collection Procedures (to the extent that such change has a Material Adverse Effect) and has not been approved by the Factor, then the Factor may, by sending a twenty (20) Business Days prior notice to the relevant French Seller (with a copy to the Parent Company), terminate the Mandates in relation to such relevant French Seller.