ALL "BENEFICIARIES" (AS
DEFINED IN THE SECURITY TRUST DEED) INSTRUCT THE SECURITY TRUSTEE THAT THEY
BELIEVE THAT THE STATEMENTS IN THE CERTIFICATE ARE INCORRECT IN A MATERIAL
RESPECT.
24.12
DISTRIBUTIONS
The Parent will not make a Distribution except in accordance with the law and
only if an Event of Default is not continuing and will not occur as a result of
the Distribution.
24.13
PERSONAL PROPERTY SECURITIES ACT 2009
(A)
IF A FINANCE DOCUMENT (OR A TRANSACTION IN CONNECTION WITH IT) OPERATES
AS, OR GIVES RISE TO, A SECURITY INTEREST IN FAVOUR OF A FINANCE PARTY FOR THE
PURPOSES OF THE PPSA, EACH BORROWER WILL, AT ITS COST AND EXPENSE, DO ANYTHING
(INCLUDING, BUT NOT LIMITED TO, OBTAINING CONSENTS, SIGNING AND PRODUCING
DOCUMENTS, GETTING DOCUMENTS COMPLETED AND SIGNED AND SUPPLYING INFORMATION, AND
PROCURING ANY RELATED PARTY TO DO ANY OF THOSE THINGS) WHICH THE AGENT (ACTING
IN THE INSTRUCTIONS OF THE MAJORITY LENDERS) REASONABLY REQUESTS AND IS
REASONABLY NECESSARY FOR THE PURPOSES OF:
123
(I)
ENSURING THAT THE FINANCE DOCUMENT AND SECURITY INTEREST IS FULLY
EFFECTIVE, ENFORCEABLE AND PERFECTED WITH THE CONTEMPLATED PRIORITY; OR
(II)
ENABLING THAT FINANCE PARTY TO APPLY FOR ANY REGISTRATION, OR GIVE ANY
NOTIFICATION, IN CONNECTION WITH THE SECURITY INTEREST SO THAT THE SECURITY
INTEREST HAS THE PRIORITY INTENDED BY THE PARTIES AT THE FACILITY INITIATION
DATE; OR
(III)
ENABLING THAT FINANCE PARTY TO EXERCISE RIGHTS IN CONNECTION WITH ITS
SECURITY INTEREST.
(B)
WHERE ANY FINANCE PARTY HAS A SECURITY INTEREST (AS DEFINED IN THE PPSA)
UNDER ANY FINANCE DOCUMENT, TO THE EXTENT THE LAW PERMITS:
(I)
FOR THE PURPOSES OF SECTIONS 115(1) AND 115(7) OF THE PPSA:
(A)
EACH FINANCE PARTY WITH THE BENEFIT OF THE SECURITY INTEREST NEED NOT
COMPLY WITH SECTIONS 95, 118, 121(4), 125, 130, 132(3)(D) OR 132(4) OF THE PPSA;
AND
(B)
SECTIONS 142 AND 143 OF THE PPSA ARE EXCLUDED;
(II)
FOR THE PURPOSES OF SECTION 115(7) OF THE PPSA, EACH FINANCE PARTY WITH
THE BENEFIT OF THE SECURITY INTEREST NEED NOT COMPLY WITH SECTIONS 132 AND
137(3);
(III)
EACH PARTY WAIVES ITS RIGHT TO RECEIVE FROM ANY FINANCE PARTY ANY
NOTICE REQUIRED UNDER THE PPSA (INCLUDING A NOTICE OF A VERIFICATION STATEMENT;
AND
(IV)
IF A FINANCE PARTY WITH THE BENEFIT OF A SECURITY INTEREST EXERCISES A
RIGHT, POWER OR REMEDY IN CONNECTION WITH IT, THAT EXERCISE IS TAKEN NOT TO BE
AN EXERCISE OF A RIGHT, POWER OR REMEDY UNDER THE PPSA UNLESS THE FINANCE PARTY
STATES OTHERWISE AT THE TIME OF EXERCISE.
HOWEVER, THIS CLAUSE DOES NOT APPLY
TO A RIGHT, POWER OR REMEDY WHICH CAN ONLY BE EXERCISED UNDER THE PPSA.
(C)
THIS DOES NOT AFFECT ANY RIGHTS A PERSON HAS OR WOULD HAVE OTHER THAN BY
REASON OF THE PPSA AND APPLIES DESPITE ANY OTHER CLAUSE IN ANY FINANCE DOCUMENT.
24.14
ANTI-MONEY LAUNDERING
(A)
EACH OBLIGOR AGREES THAT A FINANCE PARTY MAY DELAY, BLOCK OR REFUSE TO
PROCESS ANY TRANSACTION WITHOUT INCURRING ANY LIABILITY IF THAT FINANCE PARTY
SUSPECTS THAT:
(I)
THE TRANSACTION MAY