Common use of Overriding Principle Clause in Contracts

Overriding Principle. (a) Subject to paragraph (b) below, the parties agree that the overriding intention is for security in respect of the Note Documents only to be granted over (subject, in each case, to any timeframes set out in the Note Documents for granting such security), (i) substantially all assets of each Foreign Subsidiary Guarantor (subject to customary exclusions and the terms of these Agreed Security Principles) in any jurisdiction where all-asset/floating security is available; provided that a floating charge (or similar security) shall not be required to be granted or continue to subsist where to do so would be expected to have an adverse effect on the ability of the grantor to conduct its operations and business (as determined in good faith by such grantor and the Collateral Agent (acting at the direction of the Required Noteholder Parties)) and, subject to the Collateral Agent’s determination that such matters will not adversely affect it (in consultation with local counsel and at the expense of the Issuer as set forth in the Indenture) the Collateral Agent shall be required (and shall be pre-