Common use of GUARANTEEING SUBSIDIARIES Clause in Contracts

GUARANTEEING SUBSIDIARIES. Background A. FSSI, the Guaranteeing Subsidiaries and Trustees Executors Limited ("TEL") as trustee entered into a Trust Deed dated 25 March 1992 (as subsequently amended) under which FSSI has from time to time issued debt securities in the form of Deposits and debenture stock (or other secured indebtedness) ("Original Deed"). B. TEL subsequently retired as trustee under the Original Deed, and on 5 February 2016 FSSI appointed The New Zealand Guardian Trust Company Limited as replacement Supervisor under clause 10.11 of the Original Deed. C. The Original Deed was amended and restated by way of a Deed dated 5 February 2016 to meet the requirements of the FMCA, reflect the appointment of the new Supervisor and make certain other amendments ("Existing Deed"). D. FSSI intends to enter into new banking and security arrangements with its debt financiers, under a security trust deed dated on or about the date of this deed (as amended or replaced from time to time) ("Security Trust Deed"). E. FSSI has obtained the consent of all Depositors and Security Stockholders (as those terms are defined in the Existing Deed) in accordance with the approval requirements of the Existing Deed to further amend the Existing Deed by restating it on the terms set out in this Deed, with effect from [ ] 2019 ("Effective Date").