Common use of Collateral Documents; Intercreditor Agreements Clause in Contracts

Collateral Documents; Intercreditor Agreements. By their acceptance of the Notes, the Holders hereby authorize and direct the Trustee and the Notes Collateral Agent, as the case may be, to execute and deliver each of the Collateral Documents and each Intercreditor Agreement (including joinder agreements thereto) and any other Collateral Documents in which the Trustee and/or the Notes Collateral Agent, as applicable, is named as a party, including any Intercreditor Agreement or Collateral Documents executed on or after the Issue Date and any amendments, joinders or supplements to any Intercreditor Agreement or Collateral Document permitted by this Indenture (expressly including appearing before Spanish notaries to grant or execute any Spanish Public Document or private document related to this mandate and, specifically, those deemed necessary or appropriate according to the mandate received (including, but not limited to, amendments or ratifications of this Indenture, the Note Guarantees or any other document related thereto, all the above with express faculties of self-contracting (subcontratación), sub-empowering (subdelegación) or multiple representation (multirepresentación))). It is hereby acknowledged and agreed that, in so doing, the Trustee and the Notes Collateral Agent are not responsible for the terms or contents of such agreements, or for the validity or enforceability thereof, or the sufficiency thereof for any purpose. Whether or not so expressly stated therein, in entering into, or taking (or forbearing from) any action under the Intercreditor Agreements or any other Collateral Documents, the Trustee and the Notes Collateral Agent each shall have all of the rights, privileges, benefits, immunities, indemnities and other protections granted to it under this Indenture (in addition to those that may be granted to it under the terms of such other agreement or agreements). #96405991v19 The Holders shall, if so requested by the Trustee in relation to any eventual enforcement of any Spanish Collateral Document, (i) grant a power of attorney in favor of the Trustee entitling it to grant, perfect, register, novate, enforce and/or cancel the relevant Spanish Collateral Document and (ii) notarize and apostille such power of attorney before a notary public in their jurisdiction of incorporation (if the process of notarization and apostille exists within that relevant jurisdiction, if not, to carry out the proper legalization process in order for such power of attorney to be valid in Spain).

Collateral Documents; Intercreditor Agreements. By their acceptance of the Notes, the Holders hereby authorize and direct the Trustee and the Notes Collateral Agent, as the case may be, to execute and deliver each of the Collateral Documents and each Intercreditor Agreement (including joinder agreements thereto) and any other Collateral Documents in which the Trustee and/or the Notes Collateral Agent, as applicable, is named as a party, including any Intercreditor Agreement or Collateral Documents executed on or after the Issue Date and any amendments, joinders or supplements to any Intercreditor Agreement or Collateral Document permitted by this Indenture (expressly including appearing before Spanish notaries to grant or execute any Spanish Public Document or private document related to this mandate and, specifically, those deemed necessary or appropriate according to the mandate received (including, but not limited to, amendments or ratifications of this Indenture, the Note Guarantees or any other document related thereto, all the above with express faculties of self-contracting (subcontratación), sub-empowering (subdelegación) or multiple representation (multirepresentación))). It is hereby acknowledged and agreed that, in so doing, the Trustee and the Notes Collateral Agent are not responsible for the terms or contents of such agreements, or for the validity or enforceability thereof, or the sufficiency thereof for any purpose. Whether or not so expressly stated therein, in entering into, or taking (or forbearing from) any action under the Intercreditor Agreements or any other Collateral Documents, the Trustee and the Notes Collateral Agent each shall have all of the rights, privileges, benefits, immunities, indemnities and other protections granted to it under this Indenture (in addition to those that may be granted to it under the terms of such other agreement or agreements). #96405991v19 The Holders shall, if so requested by the Trustee in relation to any eventual enforcement of any Spanish Collateral Document, (i) grant a power of attorney in favor of the Trustee entitling it to grant, perfect, register, novate, enforce and/or cancel the relevant Spanish Collateral Document and (ii) notarize and apostille such power of attorney before a notary public in their jurisdiction of incorporation (if the process of notarization and apostille exists within that relevant jurisdiction, if not, to carry out the proper legalization process in order for such power of attorney to be valid in Spain).

Collateral Documents; Intercreditor Agreements. By their acceptance of the Notes, the Holders hereby authorize and direct the Trustee and the Notes Collateral Agent, as the case may be, to execute and deliver each of the Collateral Documents and each First Lien Intercreditor Agreement (including joinder and any other applicable intercreditor agreements theretoreferred to herein from time to time) and any other Collateral Documents in which the Trustee and/or or the Notes Collateral Agent, as applicable, is named as a party, including any Intercreditor Agreement or Collateral Documents executed on or after the Issue Date and any amendments, joinders or supplements to any Intercreditor Agreement or Collateral Document permitted by this Indenture (expressly including appearing before Spanish notaries to grant or execute any Spanish Public Document or private document related to this mandate and, specifically, those deemed necessary or appropriate according to the mandate received (including, but not limited to, amendments or ratifications of this Indenture, the Note Guarantees or any other document related thereto, all the above with express faculties of self-contracting (subcontratación), sub-empowering (subdelegación) or multiple representation (multirepresentación)))Date. It is hereby expressly acknowledged and agreed that, in so doingdoing so, the Trustee and the Notes Collateral Agent are (a) expressly authorized to make the representations attributed to Holders in any such agreements and (b) not responsible for the terms or contents of such agreements, or for the validity or enforceability thereof, or the sufficiency thereof for any purpose. Whether or not so expressly stated therein, in entering into, or taking (or forbearing from) any action under under, the First Lien Intercreditor Agreements Agreement (or any other applicable intercreditor agreements referred to herein from time to time) or any other Collateral Documents, the Trustee and the Notes Collateral Agent each shall have all of the rights, privileges, benefits, immunities, indemnities and other protections granted to it under this Indenture (in addition to those that may be granted to it under the terms of such other agreement or agreements). #96405991v19 The Each of the Holders shallby acceptance of the Notes agrees that upon the Collateral Agents’ entry into the First Lien Intercreditor Agreement, if so requested the Holders shall be subject to and bound by the Trustee in relation to any eventual enforcement of any Spanish Collateral Document, (i) grant a power of attorney in favor provisions of the Trustee entitling it to grant, perfect, register, novate, enforce and/or cancel the relevant Spanish Collateral Document and (ii) notarize and apostille such power of attorney before a notary public First Lien Intercreditor Agreement in their jurisdiction capacity as holders of incorporation First Lien Obligations and as First Lien Secured Parties (if as each such term is defined in the process of notarization and apostille exists within that relevant jurisdiction, if not, to carry out the proper legalization process in order for such power of attorney to be valid in SpainFirst Lien Intercreditor Agreement).

Collateral Documents; Intercreditor Agreements. (a) By their acceptance of the Notes, the Holders hereby authorize and direct the Trustee and the Notes Collateral Agent, as the case may be, to execute and deliver each of the Collateral Documents and each Intercreditor Agreement (including joinder agreements thereto) Agreements and any other Collateral Documents Document in which the Trustee and/or the Notes Collateral Agent, as applicable, is named as a party, including any Intercreditor Agreement or Collateral Documents Document executed on or after the Issue Date Date, and any amendments, joinders or supplements to any appoint the Collateral Agent to act on behalf of the Notes Secured Parties under the Pari Passu Intercreditor Agreement or Collateral Document permitted by this Indenture (expressly including appearing before Spanish notaries to grant or execute any Spanish Public Document or private document related to this mandate and, specifically, those deemed necessary or appropriate according to the mandate received (including, but not limited to, amendments or ratifications of this IndentureAgreement, the Note Guarantees or any Collateral Documents and the other document related thereto, all the above with express faculties of self-contracting (subcontratación), sub-empowering (subdelegación) or multiple representation (multirepresentación)))Intercreditor Agreements. It is hereby expressly acknowledged and agreed that, in so doingdoing so, the Trustee is (a) expressly authorized to make the representations attributed to Holders in any such agreements and the Notes Collateral Agent are (b) not responsible for the terms or contents of such agreements, or for the validity or enforceability thereof, or the sufficiency thereof for any purpose. Whether or not so expressly stated therein, in entering into, or taking (or forbearing from) any action under under, the Intercreditor Agreements or any other Collateral DocumentsDocument, the Trustee and the Notes Collateral Agent each shall have all of the rights, privileges, benefits, immunities, indemnities and other protections granted to it under this Indenture (in addition to those that may be granted to it under the terms of such other agreement or agreements). #96405991v19 The Holders shall, if so requested by . (b) Whenever the Trustee is required or requested to deliver any direction to the Collateral Agent under the terms of this Indenture, the Pari Passu Intercreditor Agreement, any Collateral Document or any other Intercreditor Agreement in relation to any eventual enforcement of any Spanish Collateral Documentits capacity as Authorized Representative or otherwise, (i) grant a power of attorney in favor of the Trustee entitling it to grantshall do so in accordance with the provisions of this Indenture and shall be vested with the rights, perfect, register, novate, enforce and/or cancel the relevant Spanish Collateral Document privileges and (ii) notarize and apostille such power of attorney before a notary public immunities set forth in their jurisdiction of incorporation (if the process of notarization and apostille exists within that relevant jurisdiction, if not, to carry out the proper legalization process in order for such power of attorney to be valid in Spain)this Indenture.

Collateral Documents; Intercreditor Agreements. (a) By their acceptance of the Notes, the Holders hereby (i) authorize and direct the Trustee and the Notes Collateral Agent, as the case may be, to execute and deliver each of the Collateral Documents and each Intercreditor Agreement (including joinder agreements thereto) and any other Collateral Documents in which the Trustee and/or or the Notes Collateral Agent, as applicable, is named as a party, including any Intercreditor Agreement or Collateral Documents executed on or after the Issue Date and any amendments, joinders or supplements to any Intercreditor Agreement or Collateral Document permitted by this Indenture (expressly including appearing before Spanish notaries to grant or execute any Spanish Public Document or private document related to this mandate and, specifically, those deemed necessary or appropriate according to the mandate received (including, but not limited to, amendments or ratifications of in accordance with this Indenture, (ii) accept and acknowledge the Note Guarantees or any terms of the Collateral Documents, (iii) appoint and authorize the Collateral Agent, as Collateral Agent for itself, the Trustee and the Holders under the Collateral Documents, to take such action as agent on their behalf and on behalf of all other document related theretoSecured Parties (as defined in the Collateral Documents) and to exercise such powers under the Collateral Documents as are delegated to the Collateral Agent by the terms thereof, all and (iv) accept and acknowledge the above with express faculties terms of self-contracting (subcontratación), sub-empowering (subdelegación) or multiple representation (multirepresentación)))the Collateral Documents applicable to them and agree to be bound by the terms thereof. It is hereby expressly acknowledged and agreed that, in so doingdoing so, the Trustee and the Notes Collateral Agent are (a) expressly authorized to make the representations attributed to Holders in any such agreements and (b) not responsible for the terms or contents of such agreements, or for the validity or enforceability thereof, or the sufficiency thereof for any purpose. Whether or not so expressly stated therein, in entering into, or taking (or forbearing from) any action under under, the Intercreditor Agreements Collateral Documents (or any other Collateral Documentsapplicable intercreditor agreements referred to herein from time to time), the Trustee and the Notes Collateral Agent each shall have all of the rights, privileges, benefits, immunities, indemnities and other protections granted to it under this Indenture (in addition to those that may be granted to it under the terms of such other agreement or agreements). #96405991v19 The Each of the Holders shallby acceptance of the Notes agrees that upon the Trustee’s or the Collateral Agent’s, if so requested as applicable, entry into the Collateral Documents, the Holders shall be subject to and bound by the provisions of the Collateral Documents. (b) In executing and delivering any Collateral Documents after the Issue Date, the Trustee in relation or the Collateral Agent, as applicable, shall receive (and shall be fully entitled to any eventual enforcement of any Spanish Collateral Document, rely upon) (i) grant a power of attorney in favor an Officer’s Certificate of the Issuer requesting the Trustee entitling it or the Collateral Agent, as applicable, to grant, perfect, register, novate, enforce and/or cancel the relevant Spanish execute such Collateral Document and (ii) notarize an Officer’s Certificate of the Issuer and apostille such power an Opinion of attorney before a notary public in their jurisdiction of incorporation Counsel, each stating that all conditions precedent (if any) in connection with the process execution and delivery of notarization such Collateral Document by the Trustee or the Collateral Agent have been complied with and apostille exists within such Collateral Document complies with the provisions of the Note Documents. Upon receipt of such Officer’s Certificate and Opinion of Counsel, the Trustee or the Collateral Agent, as applicable, may execute and deliver the requested Collateral Document after the Issue Date without the consent or direction of any Holder; provided, that relevant jurisdictionany such Collateral Document shall be acceptable to the Trustee or the Collateral Agent, if notas applicable, with respect to carry out the proper legalization process in order for such power of attorney to be valid in Spain)rights or obligations or the Trustee or the Collateral Agent, as applicable, contained therein.

Collateral Documents; Intercreditor Agreements. By their acceptance of the Notes, the Holders hereby authorize and direct the Trustee Trustee, the Notes US Collateral Agent and the Notes Canadian Collateral Agent, as the case may be, to execute and deliver each the First Lien Intercreditor Agreement, any intercreditor agreements in respect of the Collateral Documents and each Intercreditor Agreement (including joinder agreements thereto) permitted Junior Lien Obligations and any other Collateral Documents in which the Trustee and/or Trustee, the Notes US Collateral Agent or the Notes Canadian Collateral Agent, as applicable, is named as a party, including any Intercreditor Agreement or Collateral Documents executed on or after the Issue Date and any amendments, joinders or supplements to any Intercreditor Agreement or Collateral Document permitted by this Indenture (expressly including appearing before Spanish notaries to grant or execute any Spanish Public Document or private document related to this mandate and, specifically, those deemed necessary or appropriate according to the mandate received (including, but not limited to, amendments or ratifications of this Indenture, the Note Guarantees or any other document related thereto, all the above with express faculties of self-contracting (subcontratación), sub-empowering (subdelegación) or multiple representation (multirepresentación)))Date. It is hereby expressly acknowledged and agreed that, in so doingdoing so, the Trustee Trustee, the Notes US Collateral Agent and the Notes Canadian Collateral Agent are (a) expressly authorized to make the representations attributed to Holders in any such agreements and (b) not responsible for the terms or contents of such agreements, or for the validity or enforceability thereof, or the sufficiency thereof for any purpose. Whether or not so expressly stated therein, in entering into, or taking (or forbearing from) any action under under, the First Lien Intercreditor Agreements Agreement, any intercreditor agreements in respect of permitted Junior Lien Obligations or any other Collateral Documents, the Trustee Trustee, the Notes US Collateral Agent and the Notes Canadian Collateral Agent each shall have all of the rights, privileges, benefits, immunities, indemnities indemnities, privileges and other protections granted to it under this Indenture and the Collateral Documents (in addition to those that may be granted to it under the terms of such other agreement or agreements). #96405991v19 The Holders shall, if so requested by the Trustee in relation to any eventual enforcement of any Spanish Collateral Document, (i) grant a power of attorney in favor of the Trustee entitling it to grant, perfect, register, novate, enforce and/or cancel the relevant Spanish Collateral Document and (ii) notarize and apostille such power of attorney before a notary public in their jurisdiction of incorporation (if the process of notarization and apostille exists within that relevant jurisdiction, if not, to carry out the proper legalization process in order for such power of attorney to be valid in Spain).

Collateral Documents; Intercreditor Agreements. (a) By their acceptance of the Notes, the Holders hereby authorize and direct the Trustee and the Notes Collateral Agent, as the case may be, to execute and deliver each of the Collateral Documents and each Intercreditor Agreement (including joinder agreements thereto) Agreements and any other Collateral Documents Document in which the Trustee and/or the Notes Collateral Agent, as applicable, is named as a party, including any Intercreditor Agreement or Collateral Documents Document executed on or after the Issue Date Date, and any amendments, joinders or supplements to any appoint the Collateral Agent to act on behalf of the Notes Secured Parties under the Second Priority Pari Passu Intercreditor Agreement or Collateral Document permitted by this Indenture (expressly including appearing before Spanish notaries to grant or execute any Spanish Public Document or private document related to this mandate and, specifically, those deemed necessary or appropriate according to the mandate received (including, but not limited to, amendments or ratifications of this IndentureAgreement, the Note Guarantees or any Collateral Documents and the other document related thereto, all the above with express faculties of self-contracting (subcontratación), sub-empowering (subdelegación) or multiple representation (multirepresentación)))Intercreditor Agreements. It is hereby expressly acknowledged and agreed that, in so doingdoing so, the Trustee is (a) expressly authorized to make the representations attributed to Holders in any such agreements and the Notes Collateral Agent are (b) not responsible for the terms or contents of such agreements, or for the validity or enforceability thereof, or the sufficiency thereof for any purpose. Whether or not so expressly stated therein, in entering into, or taking (or forbearing from) any action under under, the Intercreditor Agreements or any other Collateral DocumentsDocument, the Trustee and the Notes Collateral Agent each shall have all of the rights, privileges, benefits, immunities, indemnities and other protections granted to it under this Indenture (in addition to those that may be granted to it under the terms of such other agreement or agreements). #96405991v19 The Holders shall, if so requested by . (b) Whenever the Trustee is required or requested to deliver any direction to the Collateral Agent under the terms of this Indenture, the Second Priority Pari Passu Intercreditor Agreement, any Collateral Document or any other Intercreditor Agreement in relation to any eventual enforcement of any Spanish Collateral Documentits capacity as Authorized Representative or otherwise, (i) grant a power of attorney in favor of the Trustee entitling it to grantshall do so in accordance with the provisions of this Indenture and shall be vested with the rights, perfect, register, novate, enforce and/or cancel the relevant Spanish Collateral Document privileges and (ii) notarize and apostille such power of attorney before a notary public immunities set forth in their jurisdiction of incorporation (if the process of notarization and apostille exists within that relevant jurisdiction, if not, to carry out the proper legalization process in order for such power of attorney to be valid in Spain)this Indenture.