Talk:Programme Deed: Difference between revisions

Add topic
There are no discussions on this page.
(Created page with "20 Limited Recourse and Non-Petition 20.1 General Limited Recourse: The obligations of the Issuer to pay any amounts due and payable in respect of a Series of Notes and to the...")
 
No edit summary
 
(One intermediate revision by the same user not shown)
Line 1: Line 1:
20 Limited Recourse and Non-Petition
7 Limited Recourse and Non-Petition  
20.1 General Limited Recourse: The obligations of the Issuer to pay any amounts due and
7.1 General Limited Recourse  
payable in respect of a Series of Notes and to the other Transaction Parties at any time in
(a) The Issuer’s obligations to pay any amounts due for a Series and to the other Transaction Parties at any time for a Series shall be limited to the proceeds available out of the Secured Property for any Series at such time to make such payments under Master Condition 15 (Application of Available Proceeds). Notwithstanding anything to the contrary contained herein or in any other Transaction Document, for the Series, the Transaction Parties, Holders shall have recourse only to the Secured Property for the Series, subject always to the Security, and not to any other assets of the Issuer. If, after  
respect of a Series shall be limited to the proceeds available out of the Mortgaged Property
(i) the Secured Property for the Series is exhausted (whether following Liquidation or enforcement of the Security or otherwise) and  
in respect of such Series at such time to make such payments in accordance with Master
(ii) application of the Available Proceeds as provided in Master Condition 15 (Application of Available Proceeds), any outstanding claim, debt or liability against the Issuer for this Issue Deed, the Notes of the Series or any other Transaction Document relating to the Notes of the Series remains unpaid, then such outstanding claim, debt or liability shall be extinguished and no debt shall be owed by the Issuer in respect thereof.  
Condition 15 (Application of Available Proceeds). Notwithstanding anything to the contrary
(b) Following extinguishment under Master Condition 17(a) (General Limited Recourse) and this Clause 7.1, none of the Transaction Parties, the Holders or any other person acting on behalf of any of them may take any further steps against the Issuer or any of its officers, shareholders, members, incorporators, corporate service providers or directors to recover any further sum for the extinguished claim and no debt shall be owed to any such persons by the Issuer or any of its officers, shareholders, members, incorporators, corporate service providers or directors for such further sum for the Series.  
contained herein or in any other Transaction Document, in respect of the Series, the
7.2 Non-Petition: None of the Transaction Parties (except the Trustee who may lodge a claim in liquidation of the Issuer which is initiated by another party or take proceedings to obtain a declaration or judgment as to the Issuer’s obligations), the Holders or any person acting on behalf of any of them may, at any time, institute, or join with any other person in bringing, instituting or joining, insolvency, administration, bankruptcy, winding-up, examinership or any other similar proceedings (whether court-based or otherwise) for the Issuer or any of its officers, shareholders, members, incorporators, corporate service providers or directors or any of its assets, and none of them shall have any claim arising with respect to the assets or property attributable to any notes other than the Notes issued by the Issuer (except any further notes which form a single series with the Notes) or Secured Property for a different series or Obligations issued or entered into by the Issuer or any other assets of the Issuer (other than the Secured Property for the Series).  
Transaction Parties, the Noteholders and the Couponholders shall have recourse only to the
7.3 Corporate Obligation: In addition, none of the Transaction Parties, the Holders or any person acting on behalf of any of them shall have any recourse against any director, shareholder or officer of the Issuer for any obligations, covenant or agreement entered into or made by the Issuer under the terms of this Issue Deed or any other Transaction Documents.  
Mortgaged Property in respect of the Series, subject always to the Security, and not to any
7.4 Survival: The provisions of this Clause 7 shall survive notwithstanding any redemption of any Notes or the termination or expiration of this Issue Deed or any other Transaction Document.
other assets of the Issuer. If, after (i) the Mortgaged Property in respect of the Series is
exhausted (whether following Liquidation or enforcement of the Security or otherwise) and
(ii) application of the Available Proceeds as provided in Master Condition 15 (Application of
Available Proceeds), any outstanding claim, debt or liability against the Issuer in relation to
the Trust Deed, the Notes of the Series or any other Transaction Document relating to the
Notes of the Series remains unpaid, then such outstanding claim, debt or liability shall be
extinguished and no debt shall be owed by the Issuer in respect thereof. Following
extinguishment in accordance with Master Condition 17(a) (General Limited Recourse) and
this Clause 20.1, none of the Transaction Parties, the Noteholders, the Couponholders or
any other person acting on behalf of any of them shall be entitled to take any further steps
against the Issuer or any of its officers, shareholders, members, incorporators, corporate
service providers or directors to recover any further sum in respect of the extinguished claim
and no debt shall be owed to any such persons by the Issuer or any of its officers,
shareholders, members, incorporators, corporate service providers or directors in respect of
such further sum in respect of the Series.
20.2 Non-Petition: None of the Transaction Parties (save for the Trustee who may lodge a claim
in liquidation of the Issuer which is initiated by another party or take proceedings to obtain a
declaration or judgment as to the obligations of the Issuer), the Noteholders, the
Couponholders or any person acting on behalf of any of them may, at any time, institute, or
join with any other person in bringing, instituting or joining, insolvency, administration,
 
bankruptcy, winding-up, examinership or any other similar proceedings (whether court-
based or otherwise) in relation to the Issuer or any of its officers, shareholders, members,
 
incorporators, corporate service providers or directors or any of its assets, and none of them
shall have any claim arising with respect to the assets and/or property attributable to any
notes other than the Notes issued by the Issuer (save for any further notes which form a
single series with the Notes) or Mortgaged Property in respect of a different series or
Obligations issued or entered into by the Issuer or any other assets of the Issuer (other than
the Mortgaged Property in respect of the Series).
20.3 Corporate Obligation: In addition, none of the Transaction Parties, the Noteholders, the
Couponholders or any person acting on behalf of any of them shall have any recourse
against any director, shareholder, or officer of the Issuer in respect of any obligations,
covenant or agreement entered into or made by the Issuer pursuant to the terms of the Trust
Deed or any other Transaction Documents.
20.4 Survival: The provisions of this Clause 20 shall survive notwithstanding any redemption of
the Notes of any Series thereof or the termination or expiration of the Trust Deed or any
other Transaction Document.

Latest revision as of 16:34, 19 April 2022

7 Limited Recourse and Non-Petition 7.1 General Limited Recourse (a) The Issuer’s obligations to pay any amounts due for a Series and to the other Transaction Parties at any time for a Series shall be limited to the proceeds available out of the Secured Property for any Series at such time to make such payments under Master Condition 15 (Application of Available Proceeds). Notwithstanding anything to the contrary contained herein or in any other Transaction Document, for the Series, the Transaction Parties, Holders shall have recourse only to the Secured Property for the Series, subject always to the Security, and not to any other assets of the Issuer. If, after (i) the Secured Property for the Series is exhausted (whether following Liquidation or enforcement of the Security or otherwise) and (ii) application of the Available Proceeds as provided in Master Condition 15 (Application of Available Proceeds), any outstanding claim, debt or liability against the Issuer for this Issue Deed, the Notes of the Series or any other Transaction Document relating to the Notes of the Series remains unpaid, then such outstanding claim, debt or liability shall be extinguished and no debt shall be owed by the Issuer in respect thereof. (b) Following extinguishment under Master Condition 17(a) (General Limited Recourse) and this Clause 7.1, none of the Transaction Parties, the Holders or any other person acting on behalf of any of them may take any further steps against the Issuer or any of its officers, shareholders, members, incorporators, corporate service providers or directors to recover any further sum for the extinguished claim and no debt shall be owed to any such persons by the Issuer or any of its officers, shareholders, members, incorporators, corporate service providers or directors for such further sum for the Series. 7.2 Non-Petition: None of the Transaction Parties (except the Trustee who may lodge a claim in liquidation of the Issuer which is initiated by another party or take proceedings to obtain a declaration or judgment as to the Issuer’s obligations), the Holders or any person acting on behalf of any of them may, at any time, institute, or join with any other person in bringing, instituting or joining, insolvency, administration, bankruptcy, winding-up, examinership or any other similar proceedings (whether court-based or otherwise) for the Issuer or any of its officers, shareholders, members, incorporators, corporate service providers or directors or any of its assets, and none of them shall have any claim arising with respect to the assets or property attributable to any notes other than the Notes issued by the Issuer (except any further notes which form a single series with the Notes) or Secured Property for a different series or Obligations issued or entered into by the Issuer or any other assets of the Issuer (other than the Secured Property for the Series). 7.3 Corporate Obligation: In addition, none of the Transaction Parties, the Holders or any person acting on behalf of any of them shall have any recourse against any director, shareholder or officer of the Issuer for any obligations, covenant or agreement entered into or made by the Issuer under the terms of this Issue Deed or any other Transaction Documents. 7.4 Survival: The provisions of this Clause 7 shall survive notwithstanding any redemption of any Notes or the termination or expiration of this Issue Deed or any other Transaction Document.

Return to "Programme Deed" page.