Common use of WAIVER, AUTHORISATION AND DETERMINATION Clause in Contracts

WAIVER, AUTHORISATION AND DETERMINATION. The Trustee may without prejudice to its rights in respect of any subsequent breach, condition event, or act at any time, but only if an insofar as in its opinion the interests of the Secured Creditors (in relation to which it is Trustee) will not be materially prejudiced thereby, waive or authorise any breach or proposed breach by the Issuer of any of the covenants or provisions contained in this Deed in relation to such Series or determine that any Event of Default or Potential Event of Default in relation to such Series shall not be treated as an Event of Default or, as the case may be, Potential Event of Default in relation to such Series for the purposes of this Deed in relation to such Series, provided that the Trustee shall not exercise any powers conferred on it by this Clause in contravention of any express request given by the Priority Secured Creditor but so that no such request shall affect any waiver, authorisation or determination previously given or made. Any such waiver, authorisation or determination may be given or made on such terms and subject to such conditions as may seem fit and proper to the Trustee, shall be binding on the Secured Creditors of such Series and, if (but only if) the Trustee so requires, shall be notified by the Issuer to the relevant Secured Creditors of such Series in accordance with the terms of the relevant Notes as soon as practicable thereafter. The provisions of this Clause 14 shall be in lieu of section 316(a)(1)(B) of the TIA and section 316(a)(1)(B) of the TIA is hereby expressly excluded from this Deed and the Notes, as permitted by the TIA.

WAIVER, AUTHORISATION AND DETERMINATION. The (A) THE Trustee may without the consent or sanction of the Noteholders, the Receiptholders or the Couponholders and without prejudice to its rights in respect of any subsequent breach, condition event, Event of Default or act Potential Event of Default from time to time and at any time, time but only if an insofar and in so far as in its opinion the interests of the Secured Creditors (in relation to which it is Trustee) will Noteholders shall not be materially prejudiced thereby, thereby waive or authorise any breach or proposed breach by the Issuer or the Guarantor of any of the covenants or provisions contained in this Deed in relation to such Series these presents or determine that any Event of Default or Potential Event of Default in relation to such Series shall not be treated as an Event of Default or, as the case may be, Potential Event of Default in relation to such Series for the purposes of this Deed in relation to such Series, provided that these presents PROVIDED ALWAYS THAT the Trustee shall not exercise any powers conferred on it by this Clause in contravention of any express request direction given by the Priority Secured Creditor Extraordinary Resolution or by a request under Condition 9 but so that no such direction or request shall affect any waiver, authorisation or determination previously given or made. Any such waiver, authorisation or determination may be given or made on such terms and subject to such conditions (if any) as the Trustee may seem fit and proper to the Trusteedetermine, shall be binding on the Secured Creditors of such Series Noteholders, the Receiptholders and the Couponholders and, if (if, but only if) , the Trustee shall so requiresrequire, shall be notified by the Issuer to the relevant Secured Creditors of such Series Noteholders in accordance with the terms of the relevant Notes Condition 13 as soon as practicable thereafter. The provisions of this Clause 14 shall be in lieu of section 316(a)(1)(B) of the TIA and section 316(a)(1)(B) of the TIA is hereby expressly excluded from this Deed and the Notes, as permitted by the TIA.

WAIVER, AUTHORISATION AND DETERMINATION. The (A) THE Trustee may without the consent or sanction of the Noteholders, the Receiptholders or the Couponholders and without prejudice to its rights in respect of any subsequent breach, condition event, Event of Default or act Potential Event of Default from time to time and at any time, time but only if an insofar and in so far as in its opinion the interests of the Secured Creditors (in relation to which it is Trustee) will Noteholders shall not be materially prejudiced thereby, thereby waive or authorise any breach or proposed breach by any of the Issuer relevant Obligors of any of the covenants or provisions contained in this Deed in relation to such Series these presents or determine that any Event of Default or Potential Event of Default in relation to such Series shall not be treated as an Event of Default or, as the case may be, Potential Event of Default in relation to such Series for the purposes of this Deed in relation to such Series, provided that these presents PROVIDED ALWAYS THAT the Trustee shall not exercise any powers conferred on it by this Clause in contravention of any express request direction given by the Priority Secured Creditor Extraordinary Resolution or by a request under Condition 10 but so that no such direction or request shall affect any waiver, authorisation or determination previously given or made. Any such waiver, authorisation or determination may be given or made on such terms and subject to such conditions (if any) as the Trustee may seem fit and proper to the Trusteedetermine, shall be binding on the Secured Creditors of such Series Noteholders, the Receiptholders and the Couponholders and, if (if, but only if) , the Trustee shall so requiresrequire, shall be notified by the relevant Issuer to the relevant Secured Creditors of such Series Noteholders in accordance with the terms of the relevant Notes Condition 14 as soon as practicable thereafter. The provisions of this Clause 14 shall be in lieu of section 316(a)(1)(B) of the TIA and section 316(a)(1)(B) of the TIA is hereby expressly excluded from this Deed and the Notes, as permitted by the TIA.

WAIVER, AUTHORISATION AND DETERMINATION. The Trustee may without the consent or sanction of the Holders or the Couponholders and without prejudice to its rights in respect of any subsequent breach, condition event, Event of Default or act Potential Event of Default from time to time and at any time, time but only if an insofar and in so far as in its opinion the interests of the Secured Creditors (in relation to which it is Trustee) will Holders shall not be materially prejudiced thereby, thereby waive or authorise any breach or proposed breach by the Issuer of any of the covenants or provisions contained in this Deed in relation to such Series these presents or determine that any Event of Default or Potential Event of Default in relation to such Series shall not be treated as an Event of Default or, as the case may be, Potential Event of Default in relation to such Series for the purposes of this Deed in relation to such Series, provided that these presents PROVIDED ALWAYS THAT the Trustee shall not exercise any powers conferred on it by this Clause in contravention of any express request direction given by Extraordinary Resolution or by a request under Condition 10 of the Priority Secured Creditor Senior Notes or Condition 17 of the Tier 2 Notes, as the case may be, but so that no such direction or request shall affect any waiver, authorisation or determination previously given or made. Any such waiver, authorisation or determination may be given or made on such terms and subject to such conditions (if any) as the Trustee may seem fit and proper to the Trusteedetermine, shall be binding on the Secured Creditors of such Series Holders and the Couponholders and, if (if, but only if) , the Trustee shall so requiresrequire, shall be notified by the Issuer to the relevant Secured Creditors of such Series Holders in accordance with the terms Condition 14 of the relevant Senior Notes or Condition 21 of the Tier 2 Notes, as the case may be, as soon as practicable thereafter. The provisions of this Clause 14 shall be in lieu of section 316(a)(1)(B) of the TIA and section 316(a)(1)(B) of the TIA is hereby expressly excluded from this Deed and the Notes, as permitted by the TIA.

WAIVER, AUTHORISATION AND DETERMINATION. The (A) THE Trustee may may, without the consent of the Noteholders, Receiptholders or Couponholders and without prejudice to its rights in respect of any subsequent breach, condition eventEvent of Default or Potential Event of Default, or act from time to time and at any time, time but only if an insofar and in so far as in its opinion the interests of the Secured Creditors (in relation to which it is Trustee) will Noteholders shall not be materially prejudiced thereby, thereby waive or authorise any breach or proposed breach by the Issuer Issuers or the Guarantor of any of the covenants or provisions contained in this Deed in relation to such Series these presents or determine that any Event of Default or Potential Event of Default in relation to such Series shall not be treated as an Event of Default or, as the case may be, Potential Event of Default in relation to such Series for the purposes of this Deed in relation to such Series, provided that these presents PROVIDED ALWAYS THAT the Trustee shall not exercise any powers conferred on it by this Clause in contravention of any express request direction given by the Priority Secured Creditor Extraordinary Resolution or by a request under Condition 10(a) but so that no such direction or request shall affect any waiver, authorisation or determination previously given or made. Any such waiver, authorisation or determination may be given or made on such terms and subject to such conditions (if any) as the Trustee may seem fit and proper to the Trusteedetermine, shall be binding on the Secured Creditors of such Series Noteholders, the Receiptholders and the Couponholders and, if (if, but only if) , the Trustee Trustee, shall so requiresrequire, shall be notified by the relevant Issuer to the relevant Secured Creditors of such Series Noteholders in accordance with the terms of the relevant Notes Condition 14 as soon as practicable thereafter. The provisions of this Clause 14 shall be in lieu of section 316(a)(1)(B) of the TIA and section 316(a)(1)(B) of the TIA is hereby expressly excluded from this Deed and the Notes, as permitted by the TIA.

WAIVER, AUTHORISATION AND DETERMINATION. (A) The Note Trustee may may, without the consent or sanction of the Noteholders and without prejudice to its rights in respect of any subsequent breach, condition event, or act from time to time and at any time, time but only if an insofar and in so far as in its opinion the interests of the Secured Creditors (in relation to which it is Trustee) will Noteholders of each class of First Issuer Notes shall not be materially prejudiced thereby, thereby waive or authorise any breach or proposed breach by the First Issuer or any other party thereto of any of the covenants or provisions contained in this Deed in relation to such Series these presents or any of the other Transaction Documents or determine that any Note Event of Default or Potential Event of Default in relation to such Series shall not be treated as an Event of Default or, as the case may be, Potential Event of Default in relation to such Series for the purposes of this Deed in relation to such Series, provided that these presents PROVIDED ALWAYS THAT the Note Trustee shall not exercise any powers conferred on it by this Clause in contravention of any express request direction given by the Priority Secured Creditor Extraordinary Resolution of any class of First Issuer Notes or by a request under Condition 9 or 10 but so that no such direction or request shall affect any waiver, authorisation or determination previously given or made. Any such waiver, authorisation or determination may be given or made on such terms and subject to such conditions (if any) as the Note Trustee may seem fit and proper to the Trusteedetermine, shall be binding on the Secured Creditors of such Series Noteholders and, if (if, but only if) , the Note Trustee shall so requiresrequire, shall be notified by the First Issuer to the relevant Secured Creditors of such Series Noteholders in accordance with the terms of the relevant Notes Condition 14 as soon as practicable thereafter. The provisions of this Clause 14 18(A) shall be in lieu of section 316(a)(1)(B) of the TIA Trust Indenture Act and section 316(a)(1)(B) of the TIA Trust Indenture Act is hereby expressly excluded from this Deed and the First Issuer Notes, as permitted by the TIATrust Indenture Act.

WAIVER, AUTHORISATION AND DETERMINATION. The Security Trustee may without prejudice to its rights in respect of any subsequent breach, condition eventcondition, event or act act, at any time, but only if an insofar as in its opinion the interests of the Secured Creditors (in relation to which it is Security Trustee) will not be materially prejudiced thereby, waive or authorise any breach or proposed breach by the Loan Note Issuer of any of the covenants or provisions contained in this Deed in relation to such Series or determine that any Event of Default or Potential Loan Note Event of Default in relation to such Series shall not be treated as an Event of Default or, as the case may be, Potential a Loan Note Event of Default in relation to such Series for the purposes of this Deed in relation to such Series, provided that the Security Trustee shall not exercise any powers conferred on it by this Clause in contravention of any express request given by the Priority Secured Creditor but so that no such request shall affect any waiver, authorisation or determination previously given or made. Any such waiver, authorisation or determination may be given or made on such terms and subject to such conditions as may seem fit and proper to the Security Trustee, shall be binding on the Secured Creditors of such Series and, if (but only if) the Security Trustee so requires, shall be notified by the Loan Note Issuer to the relevant Secured Creditors of such Series in accordance with the terms of the relevant Loan Notes as soon as practicable thereafter. The provisions of this Clause 14 19 shall be in lieu of section 316(a)(1)(B) of the TIA and section 316(a)(1)(B) of the TIA is hereby expressly excluded from this Deed and the Loan Notes, as permitted by the TIA.

WAIVER, AUTHORISATION AND DETERMINATION. 18.1 The Note Trustee may may, without the consent or sanction of the Noteholders and without prejudice to its rights in respect of any subsequent breach, condition event, or act from time to time and at any time, time but only if an insofar and in so far as in its opinion the interests of the Secured Creditors (in relation to which it is Trustee) will Noteholders shall not be materially prejudiced thereby, thereby waive or authorise any breach or proposed breach by the Seventh Issuer or any other party thereto of any of the covenants or provisions contained in this Deed in relation to such Series these presents or any of the other Transaction Documents or determine that any Note Event of Default or Potential Event of Default in relation to such Series shall not be treated as an Event of Default or, as the case may be, Potential Event of Default in relation to such Series for the purposes of this Deed in relation to such Series, provided that these presents PROVIDED ALWAYS THAT the Note Trustee shall not exercise any powers conferred on it by this Clause in contravention of any express request direction given by the Priority Secured Creditor Extraordinary Resolution or by a request under Condition 9 or 10 but so that no such direction or request shall affect any waiver, authorisation or determination previously given or made. Any such waiver, authorisation or determination may be given or made on such terms and subject to such conditions (if any) as the Note Trustee may seem fit and proper to the Trusteedetermine, shall be binding on the Secured Creditors of such Series Noteholders and, if (if, but only if) , the Note Trustee shall so requiresrequire, shall be notified by the Seventh Issuer to the relevant Secured Creditors of such Series Noteholders in accordance with the terms of the relevant Notes Condition 14 as soon as practicable thereafter. The provisions of this Clause 14 18.1 shall be in lieu of section 316(a)(1)(B) of the TIA Trust Indenture Act and section 316(a)(1)(B) of the TIA Trust Indenture Act is hereby expressly excluded from this Deed and the Seventh Issuer Notes, as permitted by the TIATrust Indenture Act.

WAIVER, AUTHORISATION AND DETERMINATION. 18.1 The Note Trustee may may, without the consent or sanction of the Noteholders and without prejudice to its rights in respect of any subsequent breach, condition event, or act from time to time and at any time, time but only if an insofar and in so far as in its opinion the interests of the Secured Creditors (in relation to which it is Trustee) will Noteholders shall not be materially prejudiced thereby, thereby waive or authorise any breach or proposed breach by the Ninth Issuer or any other party thereto of any of the covenants or provisions contained in this Deed in relation to such Series these presents or any of the other Transaction Documents or determine that any Note Event of Default or Potential Event of Default in relation to such Series shall not be treated as an Event of Default or, as the case may be, Potential Event of Default in relation to such Series for the purposes of this Deed in relation to such Series, provided that these presents PROVIDED ALWAYS THAT the Note Trustee shall not exercise any powers conferred on it by this Clause 18 in contravention of any express request direction given by the Priority Secured Creditor Extraordinary Resolution or by a request under Condition 9 or 10 but so that no such direction or request shall affect any waiver, authorisation or determination previously given or made. Any such waiver, authorisation or determination may be given or made on such terms and subject to such conditions (if any) as the Note Trustee may seem fit and proper to the Trusteedetermine, shall be binding on the Secured Creditors of such Series Noteholders and, if (if, but only if) , the Note Trustee shall so requiresrequire, shall be notified by the Ninth Issuer to the relevant Secured Creditors of such Series Noteholders in accordance with the terms of the relevant Notes Condition 14 as soon as practicable thereafter. The provisions of this Clause 14 18.1 shall be in lieu of section 316(a)(1)(B) of the TIA Trust Indenture Act and section 316(a)(1)(B) of the TIA Trust Indenture Act is hereby expressly excluded from this Deed and the Ninth Issuer Notes, as permitted by the TIATrust Indenture Act.

WAIVER, AUTHORISATION AND DETERMINATION. The Trustee may without prejudice to its rights in respect of any subsequent breach, condition eventcondition, event or act at any time, time but only if an insofar and in so far as in its opinion the interests of the Secured Creditors (in relation to which it is Trustee) will not be materially prejudiced thereby, thereby waive or authorise any breach or proposed breach by the Issuer of any of the covenants or provisions contained in this Deed these presents in relation to such Series or determine that any Event of Default or Potential Event of Default in relation to such Series shall not be treated as an Event of Default or, as the case may be, Potential Event of Default in relation to such Series for the purposes of this Deed these presents in relation to such Series, provided that the Trustee shall not exercise any powers conferred on it by this Clause in contravention of any express request given by the Priority Secured Creditor but so that no such request shall affect any waiver, authorisation or determination previously given or madeInstructing Creditor. Any such waiver, authorisation or determination may be given or made on such terms and subject to such conditions as may seem fit and proper to the Trustee, shall be binding on the Secured Creditors of such Series and, if (but only if) if the Trustee so requires, shall be notified by the Issuer to the relevant Secured Creditors of such Series in accordance with the terms of the relevant Notes Obligations as soon as practicable thereafter. The provisions of this Clause 14 shall be in lieu of section 316(a)(1)(B) of the TIA and section 316(a)(1)(B) of the TIA is hereby expressly excluded from this Deed and the Notes, as permitted by the TIA.

WAIVER, AUTHORISATION AND DETERMINATION. The Security Trustee may without prejudice to its rights in respect of any subsequent breach, condition event, Loan Note Event of Default or act Potential Loan Note Event of Default at any time, but only if an insofar as in its opinion the interests of the Secured Creditors (in relation to which it is Security Trustee) will not be materially prejudiced thereby, waive or authorise any breach or proposed breach by the Loan Note Issuer of any of the covenants or provisions contained in this Security Trust Deed in relation to such Series or determine that any Event of Default or Potential Loan Note Event of Default in relation to such Series shall not be treated as an Event of Default or, as the case may be, Potential a Loan Note Event of Default in relation to such Series for the purposes of this Security Trust Deed in relation to such Series, provided that the Security Trustee shall not exercise any powers conferred on it by this Clause 19 in contravention of any express request given by the Priority Secured Creditor but so that no such request shall affect any waiver, authorisation or determination previously given or made. Any such waiver, authorisation or determination may be given or made on such terms and subject to such conditions as may seem fit and proper to the Security Trustee, shall be binding on the Secured Creditors of such Series and, if (but only if) the Security Trustee so requires, shall be notified by the Loan Note Issuer to the relevant Secured Creditors and any Security Beneficiary of such Series in accordance with the terms of the relevant Notes Loan Note as soon as practicable thereafter. The provisions of this Clause 14 19 shall be in lieu of section 316(a)(1)(B) of the TIA and section 316(a)(1)(B) of the TIA is hereby expressly excluded from this Security Trust Deed and the Loan Notes, as permitted by the TIA.

WAIVER, AUTHORISATION AND DETERMINATION. (A) The Note Trustee may may, without the consent or sanction of the Noteholders and without prejudice to its rights in respect of any subsequent breach, condition event, or act from time to time and at any time, time but only if an insofar and in so far as in its opinion the interests of the Secured Creditors (in relation to which it is Trustee) will Noteholders of each class of Second Issuer Notes shall not be materially prejudiced thereby, thereby waive or authorise any breach or proposed breach by the Second Issuer or any other party thereto of any of the covenants or provisions contained in this Deed in relation to such Series these presents or any of the other Transaction Documents or determine that any Note Event of Default or Potential Event of Default in relation to such Series shall not be treated as an Event of Default or, as the case may be, Potential Event of Default in relation to such Series for the purposes of this Deed in relation to such Series, provided that these presents PROVIDED ALWAYS THAT the Note Trustee shall not exercise any powers conferred on it by this Clause in contravention of any express request direction given by the Priority Secured Creditor Extraordinary Resolution of any class of Second Issuer Notes or by a request under CONDITION 9 or 10 but so that no such direction or request shall affect any waiver, authorisation or determination previously given or made. Any such waiver, authorisation or determination may be given or made on such terms and subject to such conditions (if any) as the Note Trustee may seem fit and proper to the Trusteedetermine, shall be binding on the Secured Creditors of such Series Noteholders and, if (if, but only if) , the Note Trustee shall so requiresrequire, shall be notified by the Second Issuer to the relevant Secured Creditors of such Series Noteholders in accordance with the terms of the relevant Notes CONDITION 14 as soon as practicable thereafter. The provisions of this Clause 14 CLAUSE 18(A) shall be in lieu of section 316(a)(1)(B) of the TIA Trust Indenture Act and section 316(a)(1)(B) of the TIA Trust Indenture Act is hereby expressly excluded from this Deed and the Second Issuer Notes, as permitted by the TIATrust Indenture Act.

WAIVER, AUTHORISATION AND DETERMINATION. 18.1 The Note Trustee may may, without the consent or sanction of the Noteholders and without prejudice to its rights in respect of any subsequent breach, condition event, or act from time to time and at any time, time but only if an insofar and in so far as in its opinion the interests of the Secured Creditors (in relation to which it is Trustee) will Noteholders shall not be materially prejudiced thereby, thereby waive or authorise any breach or proposed breach by the Eighth Issuer or any other party thereto of any of the covenants or provisions contained in this Deed in relation to such Series these presents or any of the other Transaction Documents or determine that any Note Event of Default or Potential Event of Default in relation to such Series shall not be treated as an Event of Default or, as the case may be, Potential Event of Default in relation to such Series for the purposes of this Deed in relation to such Series, provided that these presents PROVIDED ALWAYS THAT the Note Trustee shall not exercise any powers conferred on it by this Clause in contravention of any express request direction given by the Priority Secured Creditor Extraordinary Resolution or by a request under Condition 9 or 10 but so that no such direction or request shall affect any waiver, authorisation or determination previously given or made. Any such waiver, authorisation or determination may be given or made on such terms and subject to such conditions (if any) as the Note Trustee may seem fit and proper to the Trusteedetermine, shall be binding on the Secured Creditors of such Series Noteholders and, if (if, but only if) , the Note Trustee shall so requiresrequire, shall be notified by the Eighth Issuer to the relevant Secured Creditors of such Series Noteholders in accordance with the terms of the relevant Notes Condition 14 as soon as practicable thereafter. The provisions of this Clause 14 18.1 shall be in lieu of section 316(a)(1)(B) of the TIA Trust Indenture Act and section 316(a)(1)(B) of the TIA Trust Indenture Act is hereby expressly excluded from this Deed and the Eighth Issuer Notes, as permitted by the TIATrust Indenture Act.