THE NOMINATED ACCOUNT IN ACCORDANCE WITH CLAUSE 2.8; AND
(B)
NOT CHARGE, FACTOR, DISCOUNT OR ASSIGN ANY
OF THE BOOK DEBTS OR OTHER DEBTS IN FAVOUR OF ANY OTHER PERSON, OR PURPORT TO DO
SO UNLESS PERMITTED BY THE FACILITY AGREEMENT OR WITH THE PRIOR WRITTEN CONSENT
OF THE CHARGEE.
7.5
TITLE DOCUMENTS
Each Chargor will promptly deposit with the Chargee (or as it will direct):
(A)
ALL DEEDS, CERTIFICATES, REGISTERS AND
OTHER DOCUMENTS OF TITLE RELATING TO ANY OF THE SECURED PROPERTY;
(B)
ALL CERTIFICATES IN RESPECT OF ITS PRESENT
SHARES;
(C)
ALL TRANSFERS (IN FORM AND NUMBER
SATISFACTORY TO THE CHARGEE) IN RESPECT OF ITS PRESENT SHARES, WITH THE NAME OF
THE TRANSFEREE , THE CONSIDERATION AND THE DATE LEFT BLANK;
(D)
ALL CERTIFICATES, TRANSFERS AND OTHER
DOCUMENTS OR AGREEMENTS EVIDENCING TITLE TO THE NEW RIGHTS THAT ARE SUFFICIENT
TO TRANSFER ALL OF THE CHARGOR'S INTEREST IN THE NEW RIGHTS TO THE CHARGEE OR
THE CHARGEE'S NOMINEE;
(E)
COPIES OF ALL POLICIES OF INSURANCE FOR THE
TIME BEING CHARGED UNDER THIS DEED; AND
(F)
ALL OTHER DOCUMENTS RELATING TO THE
SECURED PROPERTY WHICH THE CHARGEE FROM TIME TO TIME REQUIRES.
7.6
VOTING POWERS AND PROCEEDS
(A)
IF A DEFAULT IS NOT SUBSISTING, A CHARGOR
MAY DO ANY OF THE FOLLOWING WITHOUT THE PRIOR CONSENT OF THE CHARGEE:
(1)
(VOTING POWERS) EXERCISE ANY VOTING POWERS
IT HAS AS HOLDER OF THE SUBSIDIARY SHARES OR INVESTMENTS AS IT SEES FIT,
PROVIDED THAT IT DOES SO PRUDENTLY AND DOES NOT OTHERWISE CAUSE OR PERMIT A
BREACH OF ANY OF THE CHARGOR'S OTHER OBLIGATIONS UNDER THE FINANCE DOCUMENTS;
AND
(2)
(PROCEEDS) RETAIN AND USE IN THE ORDINARY
COURSE OF ITS BUSINESS ANY PROCEEDS OF A DISTRIBUTION (OTHER THAN EXCEPTIONAL
DISTRIBUTIONS).
(B)
IF A DEFAULT SUBSISTS, THE RIGHTS OF A
CHARGOR UNDER CLAUSES 7.6(A)(1) AND 7.6(A)(2) IMMEDIATELY CEASE, AND:
(1)
(VOTING POWERS) THE CHARGEE IS ENTITLED TO
EXERCISE ALL VOTING RIGHTS IN RESPECT OF THE SUBSIDIARY SHARES AND THE
INVESTMENTS TO THE EXCLUSION OF EACH CHARGOR; AND
(2)
(PROCEEDS) EACH CHARGOR MUST PAY OVER
AMOUNTS OF ANY PROCEEDS, OR OTHERWISE MUST ENSURE THAT ANY PROCEEDS ARE PAID
DIRECTLY TO THE NOMINATED ACCOUNT.
(C)
NOTHING IN THIS CLAUSE 7.6 OBLIGES THE
CHARGEE TO VOTE OR EXERCISE OTHER RIGHTS IN RELATION TO THE SUBSIDIARY SHARES
AND THE INVESTMENTS OR OBTAIN ANY PROCEEDS, AND THE CHARGEE WILL HAVE NO
RESPONSIBILITY OR LIABILITY FOR ANY LOSSES ARISING DUE TO THE CHARGEE'S FAILURE
OR DELAY IN SO ACTING.
7.7
REGISTRATION ON DEFAULT
IF:
(A)
A DECLARED DEFAULT OCCURS AND WHILE IT
SUBSISTS; AND
(B)
THE CHARGEE GIVES NOTICE TO A CHARGOR
REQUIRING IT TO DO SO,
EACH CHARGOR MUST DO EVERYTHING NECESSARY TO ENSURE THAT ITS MORTGAGED PROPERTY
IS REGISTERED IN THE NAME OF THE CHARGEE OR ITS NOMINEE IN ACCORDANCE WITH ANY
DIRECTIONS CONTAINED IN THAT NOTICE.
7.8
DISTRIBUTIONS AND NEW RIGHTS
(A)
EACH CHARGOR MUST IMMEDIATELY NOTIFY THE
CHARGEE OF ANY DISTRIBUTIONS, NEW RIGHTS OR INVESTMENTS ACQUIRED BY OR ACCRUING
TO THAT CHARGOR, OR TO