Common use of Sales by Security Agent Clause in Contracts

Sales by Security Agent. If: (a) on an enforcement of any of the Combined Security Documents, the Security Agent (or any receiver) sells or otherwise disposes of any asset; or (b) an Obligor sells or otherwise disposes of an asset at the request of an Enforcement Instructing Group after an Event of Default has occurred which is continuing, in each case in accordance with the terms of this Deed, the Security Agent may execute on behalf of each Secured Party and each Obligor without the need for any further referral to or authority from such Secured Party or Obligor, (i) any release of the security created by the Combined Security Documents over that asset; and (ii) if such asset comprises shares in the capital of any Obligor (or any Holding Company of it), a release of such Obligor from all present and future liabilities (both actual and contingent and including, without limitation, any liability to any other Obligor under the Senior Finance Documents or the Hedging Documents by way of contribution or indemnity) in its capacity as an Obligor under the Senior Finance Documents or the Hedging Documents and a release of any Security Interest granted by such Obligor over any of its assets under the Combined Security Documents, PROVIDED THAT the net cash proceeds of sale or disposal are applied in payment of Debt in the order set out in Clause 11 (Proceeds of Enforcement). Each Secured Party will execute such releases as the Security Agent may reasonably require to give effect to this Clause 12.3. No such release will affect the obligations and liabilities of any other Obligor under the Finance Documents.

Sales by Security Agent. If: (a) on an enforcement of any of the Combined Security Documents, the Security Agent (or any receiver) sells or otherwise disposes of any asset; or (b) an Obligor sells or otherwise disposes of an asset at the request of an Enforcement Instructing Group after an Event of Default has occurred which is continuing, in each case in accordance with the terms of this Deed, the Security Agent may execute on behalf of each Secured Party Creditor and each Obligor without the need for any further referral to or authority from such Secured Party Creditor or Obligor, (i) any release of the security created by the Combined Security Documents over that asset; and (ii) if such asset comprises shares in the capital of any Obligor (or any Holding Company of it), a release of such Obligor from all present and future liabilities (both actual and contingent and including, without limitation, any liability to any other Obligor under the Senior Finance Documents, the Hedging Documents or the Hedging Spanish Bond Documents by way of contribution or indemnity) in its capacity as an Obligor under the Senior Finance Documents, the Hedging Documents or the Hedging Spanish Bond Documents and a release of any Security Interest granted by such Obligor over any of its assets under the Combined Security Documents, PROVIDED THAT the net cash proceeds of sale or disposal are applied in payment of Debt in the order set out in Clause 11 (Proceeds of Enforcement). Each Secured Party Creditor will execute such releases as the Security Agent may reasonably require to give effect to this Clause 12.312.5. No such release will affect the obligations and liabilities of any other Obligor under the Finance Documents.