Template:Nutshell 2018 CSD 4

Paragraph 4. Conditions Precedent, Transfers, Timing, Calculations and Substitutions
4(a) Conditions Precedent. The Chargor’s obligations to transfer under Paragraphs 3 and 5 and the Secured Party’s obligations to instruct transfers under Paragraphs 3, 4(e)(iii), 5 and the provisions requiring the return of zero-Valued Posted Credit Support (IM) are subject to the conditions precedent that:

(i) There is no live Event of Default, Potential Event of Default or Specified Condition for the other party; and

(ii) No Early Termination Date has been designated for all Covered Transactions (IM) which has not been fully satisfied.

4(b) Means of Transfer. All transfers under this Deed must be accompanied with any necessary documentation to effect the transfer and made in accordance with the instructions of the relevant transferee:

(i) For Eligible Credit Support (IM): to the Custodian (IM), who must then credit them to the relevant Segregated Account; and

(ii) For Posted Credit Support (IM): by the Custodian (IM) (or if relevant the Secured Party) to the Chargor’s designated account for the receipt of such transfer.

4(c) Transfer Timing. Subject to Paragraph 4(a) and 5:

(i) Secured Party: if a Secured Party demands Eligible Credit Support (IM):

by the Notification Time, then the Chargor must transfer it by the close of business on the Regular Settlement Day;

after the Notification Time, then the Chargor must transfer it by the close of business on the Local Business Day after the Regular Settlement Day;

(ii) Chargor: if a Chargor demands Posted Credit Support (IM):

by the Notification Time, then the Secured Party must instruct the Custodian (IM) by the instructions deadline in the Control Agreement for it to transfer Posted Credit Support (IM) by close of business on the Regular Settlement Day;

after the Notification Time, then the Secured Party must instruct the Custodian (IM) by the instructions deadline in the Control Agreement for it to transfer Posted Credit Support (IM) by close of business on the Local Business Day after the Regular Settlement Day.

Template:Nutshell 2018 CSD 4(d) 4(e) Substitutions.

(i) On any Local Business Day the Chargor may send a “Substitution Notice” informing the Secured Party that it wishes to substitute new Eligible Credit Support (IM) (the “Substitute Credit Support (IM)”) into the Segregated Accounts in place of specified Posted Credit Support (IM) (the “Original Credit Support (IM)”).

(ii) The Chargor must obtain the Secured Party’s consent to the proposed substitution. The Chargor must transfer the Substitute Credit Support (IM) to the Segregated Accounts on the Local Business Day following receipt the Secured Party’s consent (or the date of the Substitution Notice if the consent requirement is disapplied).

(iii) Upon transfer of the Substitute Credit Support (IM) into the Segregated Accounts (that date the “Substitution Date”), the Secured Party must instruct the Custodian (IM) to transfer Original Credit Support (IM) as if the Chargor had demanded it under Paragraph 3(b) after the Notification Time on the Substitution Date. The Value of the Original Credit Support (IM) when transferred must be as close as practicable to, but not more than, the Value of the Substitute Credit Support (IM) at that time as calculated by the Calculation Agent (IM).