12.6
IN CIRCUMSTANCES WHERE AN EVENT OF DEFAULT HAS OCCURRED WHICH IS
CONTINUING, EACH LESSOR AGREES THAT CLAUSE 1.2.4 OF THE RELEVANT TWELVE YEAR
LEASE SHALL APPLY HERETO IN RELATION TO ANY DETERMINATION OF ANY AMOUNT OR OTHER
MATTER NOTIFIED TO THE RELEVANT AGENTS PURSUANT TO ANY OF CLAUSE 12.3 OR 12.4 AS
IF SUCH CLAUSE WERE SET OUT HEREIN BUT, WITH REFERENCES THEREIN TO THE LESSEE
BEING REPLACED BY REFERENCES TO THE RELEVANT AGENT (AND EXCLUDING, FOR THE
AVOIDANCE OF DOUBT, THE PROVISO IN CLAUSE 1.2.4(II) OF THE RELEVANT TWELVE YEAR
LEASE) AND THE RELEVANT AGENT SHALL PAY TO THE RELEVANT LESSOR A FEE FOR
MANAGEMENT TIME SPENT IN RELATION TO THE RESULTING CONSULTATION AND OTHER STEPS
TAKEN IN ACCORDANCE WITH THE PROVISIONS OF CLAUSE 1.2.4 OF THE RELEVANT TWELVE
YEAR LEASE ON THE SAME TERMS AS SET OUT AT CLAUSE 12.5 SAVE THAT NO SUCH FEE
SHALL BE PAYABLE IF IT IS ESTABLISHED THAT SUCH DETERMINATION OF ANY AMOUNT OR
OTHER MATTER NOTIFIED TO THE RELEVANT AGENT BY THE RELEVANT LESSOR WAS INCORRECT
(OTHER THAN TO A DE MINIMIS EXTENT).
12.7
EACH OF THE AGENTS AND THE SECURITY TRUSTEE ACKNOWLEDGE THAT EACH
LESSOR HAS ENTERED INTO THE AGENCY AND CO-ORDINATION AGREEMENT UNDER WHICH,
INTER ALIA, EACH LESSOR APPOINTS THE LESSORS' AGENT TO ACT AS ITS AGENT ON THE
TERMS THEREIN CONTAINED.
ACCORDINGLY, EACH OF THE AGENTS AND THE SECURITY
TRUSTEE AGREE THAT, NOTWITHSTANDING THE TERMS OF THIS DEED:
12.7.1
WITHOUT PREJUDICE TO EACH LESSOR'S RIGHTS PURSUANT TO CLAUSE 2.8.3
OF THE AGENCY AND CO-ORDINATION AGREEMENT, IT WILL RECEIVE AND ACCEPT ALL
NOTICES, STATEMENTS, CASHFLOWS AND TABLES FROM THE LESSORS' AGENT AND GIVEN OR
MADE BY THE LESSORS' AGENT ON BEHALF OF ANY LESSOR AS IF RECEIVED DIRECT FROM
THE RELEVANT LESSOR AND SUCH RECEIPT SHALL CONSTITUTE A PRO TANTO DISCHARGE OF
ANY OBLIGATION ON THE PART OF THE RELEVANT LESSOR TO GIVE OR MAKE SUCH NOTICE,
STATEMENTS, CASHFLOW OR, AS THE CASE MAY BE, TABLE TO ANY OF THE AGENTS UNDER
THE TERMS OF THIS DEED; AND
12.7.2
IN THE CIRCUMSTANCES WHERE THE LESSORS' AGENT DISCHARGES ANY SUCH
OBLIGATION THE RELEVANT LESSOR SHALL BE ENTITLED TO BE PAID A FEE PURSUANT TO
CLAUSE 12.5 ON BEHALF OF THE LESSORS' AGENT TO THE SAME EXTENT AS THE RELEVANT
LESSOR WOULD HAVE BEEN ENTITLED HAD SUCH LESSOR DIRECTLY PERFORMED SUCH
OBLIGATION.
13.
WARRANTY
Each Lessor represents and warrants to the Security Trustee and the
Beneficiaries that this Deed, each of the Lease Documents to which it is a party
are its legally binding obligations (subject to general principles of law
regarding bankruptcy, insolvency and analogous proceedings and general
principles of equity), are within its powers, have been duly authorised by it,
and do not conflict with any law or any agreement to which it is a party and
that all consents and authorisations required by it in relation thereto have
been obtained.
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14.
CONSENTS
14.1
FURTHER SECURITY
If any further security over the assets of the Chargors is