Common use of Where Restrictive Events Clause in Contracts

Where Restrictive Events. of Default are specified in the Final Terms or apply pursuant to Condition 9(c) then the Senior Notes issued by Santander UK Group Holdings will be subject to limited events of default and the remedies available thereunder are limited In accordance with the Regulator's requirements for MREL and/or TLAC capital, the only events of default under the Terms and Conditions of the Senior Notes issued by Santander UK Group Holdings where Restrictive Events of Default apply are (i) where there is a failure to pay principal or interest for a period of 14 days or more when it otherwise becomes due and payable, or (ii) an order is made or a resolution is passed for the winding-up of Santander UK Group Holdings (other than an Approved Winding-up). The sole remedy against Santander UK Group Holdings available to the Trustee or (where the Trustee has failed to proceed against Santander UK Group Holdings as provided in the “Terms and Conditions of the Notes”) any Noteholder for recovery of amounts which have become due in respect of the Senior Notes issued by Santander UK Group Holdings where Restrictive Events of Default apply will be the institution of proceedings for the winding-up of Santander UK Group Holdings and/or proving in such winding-up and/or claiming in the liquidation of Santander UK Group Holdings. Otherwise, the Trustee and the Noteholders may not take any further or other action to enforce, prove or claim any such payment (which may otherwise by available in respect of Senior Notes issued by Santander UK Group Holdings where Non- Restrictive Events of Default apply by virtue of Restrictive Events of Default not being specified in the Final Terms or pursuant to Condition 9(c)), including, in the case of a failure to pay interest, any action to accelerate a repayment of the principal amount of such Senior Notes. If an order is made by the competent court or resolution passed for the winding-up Santander UK Group Holdings (other than an Approved Winding-up), the Trustee at its discretion may, and if so requested by Noteholders of at least one quarter in principal amount of the Senior Notes issued by Santander UK Group Holdings where Restrictive Events of Default apply then outstanding or if so directed by an Extraordinary Resolution shall (subject in each case to Condition 9(b)(iv)), give notice to Santander UK Group Holdings (or, as applicable, the liquidator) that such Senior Notes issued by Santander UK Group Holdings are, and they shall accordingly forthwith become, immediately due and repayable at the amount equal to their principal amount and any accrued and unpaid interest. Dated Subordinated Notes: