Common use of ENFORCEMENT AND FORECLOSURE Clause in Contracts

ENFORCEMENT AND FORECLOSURE. 8.1. Upon the occurrence of an Event of Default and at any time during the continuance thereof, the Collateral Agent shall have the right (acting at the direction of Holders of not less than a majority in aggregate principal amount of Outstanding Securities), but not the obligation to enforce the Right of Pledge and to foreclose on the Pledged Quotas. 8.2. Without limiting any of the powers conferred on the Collateral Agent by this Clause ‎8, upon the security interest constituted by this Agreement becoming enforceable as set out in Clause ‎8.1, the Collateral Agent shall have the right (acting at the direction of Holders of not less than a majority in aggregate principal amount of Outstanding Securities) in its absolute discretion to: 8.2.1. exercise (or refrain from exercising) any voting rights of the Pledged Quotas; 8.2.2. apply all dividends and other distributions in respect of the Pledged Quotas to the Secured Obligations in accordance with the Note Documents; 8.2.3. in order to facilitate the enforcement of the Pledged Quotas as described herein, transfer the Pledged Quotas into the name of nominee(s) of the Collateral Agent as it (acting at the direction of Holders of not less than a majority in aggregate principal amount of Outstanding Securities) shall require; and 8.2.4. exercise (or refrain from exercising) the powers and rights conferred on or exercisable by the legal or beneficial owner of the Pledged Quotas. 8.3. To the extent permitted under applicable law, the enforcement of the Right of Pledge may take place outside debt enforcement procedures, including by way of private sale (Privatverkauf) of the Pledged Quotas to a third party or by purchase of the Pledged Quotas by the Collateral Agent or another Secured Creditor (Selbsteintritt). The Collateral Agent shall (acting at the direction of Holders of not less than a majority in aggregate principal amount of Outstanding Securities) enjoy full discretion as to the manner, time and place at which such enforcement is to take place. 8.4. The Pledgor waives any right of requesting that the Right of Pledge be exercised before or after foreclosure on any of its other assets or before or after exercise of any other security interest, guarantee or indemnity which may have been granted to the Collateral Agent or the other Secured Creditors for the Secured Obligations. This includes a waiver of Art. 41 para. 1bis of the Swiss Federal Act on Debt Enforcement and Bankruptcy or other applicable insolvency laws. 8.5. The Collateral Agent may (acting at the direction of Holders of not less than a majority in aggregate principal amount of Outstanding Securities) commence other enforcement proceedings against the Pledgor by way of special or general enforcement (Betreibung auf Pfändung oder Konkurs) pursuant to the Swiss Federal Act on Debt Enforcement and Bankruptcy.

ENFORCEMENT AND FORECLOSURE. 8.1. Upon the occurrence of an Event of Default and at any time during the continuance thereof, the Collateral Agent shall have the right (acting at the direction of Holders of not less than a majority in aggregate principal amount of Outstanding Securities), but not the obligation to enforce the Right of Pledge and to foreclose on the Pledged Quotas. 8.2. Without limiting any of the powers conferred on the Collateral Agent by this Clause ‎88, upon the security interest constituted by this Agreement becoming enforceable as set out in Clause ‎8.18.1, the Collateral Agent shall have the right (acting at the direction of Holders of not less than a majority in aggregate principal amount of Outstanding Securities) in its absolute discretion to: 8.2.1. exercise (or refrain from exercising) any voting rights of the Pledged Quotas; 8.2.2. apply all dividends and other distributions in respect of the Pledged Quotas to the Secured Notes Obligations in accordance with the Note Documents; 8.2.3. in order to facilitate the enforcement of the Pledged Quotas as described herein, transfer the Pledged Quotas into the name of nominee(s) of the Collateral Agent as it (acting at the direction of Holders of not less than a majority in aggregate principal amount of Outstanding Securities) shall require; and 8.2.4. exercise (or refrain from exercising) the powers and rights conferred on or exercisable by the legal or beneficial owner of the Pledged Quotas. 8.3. To the extent permitted under applicable law, the enforcement of the Right of Pledge may take place outside debt enforcement procedures, including by way of private sale (Privatverkauf) of the Pledged Quotas to a third party or by purchase of the Pledged Quotas by the Collateral Agent or another Secured Creditor (Selbsteintritt)) at fair value. The Collateral Agent shall (acting at the direction of Holders of not less than a majority in aggregate principal amount of Outstanding Securities) enjoy full discretion as to the manner, time and place at which such enforcement is to take place. 8.4. The Pledgor waives any right of requesting that the Right of Pledge be exercised before or after foreclosure on any of its other assets or before or after exercise of any other security interest, guarantee or indemnity which that may have been granted to the Collateral Agent or the other Secured Creditors for the Secured Notes Obligations. This includes a waiver of Art. 41 para. 1bis of the Swiss Federal Act on Debt Enforcement and Bankruptcy or other applicable insolvency laws. 8.5. The Collateral Agent may (acting at the direction of Holders of not less than a majority in aggregate principal amount of Outstanding Securities) commence other enforcement proceedings against the Pledgor by way of special or general enforcement (Betreibung auf Pfändung oder Konkurs) pursuant to the Swiss Federal Act on Debt Enforcement and Bankruptcy.