Common use of Other Security Arrangements Clause in Contracts

Other Security Arrangements. Custody Deed Investor Security Deed (i) the Units in respect of that Investor Trust; (ii) all rights and property interests attaching to or arising out of or otherwise in respect of the ownership of the Units in respect of that Investor Trust by the Grantor which are acquired by the Grantor after the date of this deed including any Prepaid Interest paid or payable in respect of the Units but excluding the Beneficial Interest in the Portion of the Delivery Assets; and (iii) amounts held in a deposit which are referable to that Investor Trust; and all the present and future right, title, benefit and interest of the Grantor in respect of that Investor Trust under, pursuant to or in connection with any bank account and the proceeds (within the meaning of the PPSA Law) of any such Charged Property to which the PPSA Law applies, but excluding the Beneficial Interest in the Portion of the Delivery Assets (the “Charged Property”). The Charged Property is secured as security for the payment of: (i) all monies which the relevant Investor (or any Acceptor in respect of the obligations of the relevant Investor) is, or at any time may become, actually or contingently liable to pay to the Secured Party under or in relation to the Loan, the Investor Security Deed, the Custody Deed, this PDS and any other Transaction Document as agreed between the Grantor and Secured Party in connection with that Investor Trust; (ii) all monies which the Grantor is, or at any time may become, actually or contingently liable to pay to the Secured Party under the Investor Security Deed in connection with that Investor Trust; and (iii) any fees, costs, liabilities, taxes and expenses which the Secured Party incurs in connection with the Investor Security Deed including the costs of enforcement; (the “Secured Monies”) and the due and punctual performance of all other obligations of the Grantor and each Investor under the Investor Security Deed, Custody Deed, PDS and any other Transaction Document as agreed between the Grantor and Secured Party (together with the Secured Monies, the “Secured Obligations”). The Grantor may receive all distributions in respect of the Charged Property unless an Event of Default occurs and is permitted to give the direction in the Terms that any amounts payable to the Investor including any Coupons or Final Coupon payments will be made directly to the beneficiary of the Investor Trust. The Grantor must not create or allow to exist or agree to any Security Interest (other a permitted Security Interest specified in the Investor Security Deed) over or sell, assign or otherwise dispose of, deal with or part with possession of any of the Charged Property except to the extent permitted by the Secured Party. The Investor must pay or repay the Secured Monies to the Lender in accordance with the Loan Agreement and the Terms. Once the Secured Monies in relation to an Investor Trust have been paid in full, the Grantor has satisfied its obligations under the Investor Security Deed and the relevant Investor satisfied its obligations under the Transaction Documents in relation to that Investor Trust, the Secured Party must discharge the Investor Security Deed in respect of that Investor Trust upon request of the Grantor. The Investor Security Deed becomes enforceable in relation to an Investor Trust, immediately upon the occurrence of an Event of Default in relation to that Investor Trust or event resulting in Early Maturity however described whether in the Loan Agreement, the Terms, Investor Security Deed, Custody Deed or otherwise in this PDS or the relevant Term Sheet PDS (without the need for any demand or notice to be given to the Grantor or any or any other person). Upon the occurrence of an Event of Default in relation to an Investor Trust, the Secured Monies in relation to that Investor Trust are immediately due and payable without the need for any demand or notice to be given to the Grantor or any other person. Events of Default under the Investor Security Deed include: (a) a failure by the Grantor or the Investor of that Investor Trust to perform or observe an obligation when due under the PDS, the Custody Deed or the Investor Security Deed, including, but not limited to any revocation or alteration of any direction under or required by the PDS, or; (b) a failure by the Investor of that Investor Trust to repay the Loan Amount when due and payable under the Loan Agreement, or where the Investor becomes insolvent or bankrupt, as set out in clause 5.3 of Section 6 “Loan Agreement” in the PDS; or (c) the occurrence of an insolvency event in relation to the Investor of that Investor Trust or the Grantor under the Custody Deed. Upon the Investor Security Deed becoming enforceable, the Secured Party has wide powers i.e. the power to do all acts and things and exercise all rights, powers and remedies that the Grantor could do or exercise in relation to the relevant Charged Property, including the power to take possession and assume control of the Charged Property, collect and get in and give receipts for the Charged Property and sell or agree to sell the Charged Property on terms the Secured Party considers fit. The Custodian acknowledges the Investor Security Deed and will follow the instructions of the Secured Party. The Secured Party may assign its rights under the Investor Security Deed to any affiliate without the prior written consent of the Grantor (provided the assignment is not unfair within the meaning of Section 12BG of the ASIC Act). The Grantor may not assign any of its rights under the Investor Security Deed without the prior consent of the Secured Party. Anything which must be done by the Grantor under the Investor Security Deed, whether or not at the request of the Secured Party, must be done at the cost of the Secured Party. Where the Grantor fails to act in accordance with the Investor Security Deed or to the satisfaction of the Secured Party, the Secured Party may do or cause to be done things which must be done by the Grantor under the Investor Security Deed, but is under no obligation to do so. A copy of the Investor Security Deed can be accessed by contacting Sequoia Specialist Investments on 02 8114 2222.