DEBENTURE TRUST DEED PURPOSE OF REPORT ...

Debenture Trust Deed 32
satisfied that the breach will not materially prejudice the
security of the Stock or the interests of the Holders thereof,
shall do all such things as it is empowered to do to cause
any breach of those terms to be remedied; and
Available Assets: the Trustee shall exercise reasonable diligence to
ascertain whether or not the assets of the Council that are
or may be available, whether by way of security or
otherwise, are sufficient or likely to be sufficient to
discharge the amounts of the Stock as they become due,
provided that except where otherwise required by law, the
Trustee will be entitled to assume without special inquiry,
that no such breach is occurring or has occurred, and that
the assets of the Council are sufficient to discharge the
amounts of Stock as they become due under and until the
Trustee receives actual advice to the contrary, whether in
the form of the information and reports provided to the
Trustee pursuant to clause 0 or otherwise.
Trustee's Indemnity by Stockholders: If the Trustee receives a direction or
request pursuant to an Extraordinary Resolution, in accordance with the
provisions of this Deed the Trustee shall not be bound to comply with it
unless the Trustee has first been indemnified to its satisfaction against
any actions, proceedings, claims and demands to which the Trustee may
be rendered liable and all costs, charges, damages and expenses which
it may incur by doing so.
Not Bound to Give Notice: The Trustee shall not be bound to give notice to any
person of the execution of this Deed.
Disclosure and Confidentiality: Except where the Trustee, in its reasonable
opinion, considers it necessary for the purposes of this Deed to disclose
such to Stockholders, or to any person referred to in clause 0, the
Trustee shall treat, and maintain, as confidential all information which it
receives from, or in respect of, the Council pursuant to this Deed.
ENFORCEMENT OF SECURITY ON DEFAULT
Enforcement Events: Subject to clause 0 and clause 0, the security created by
this Deed shall become enforceable following the occurrence of any one
or more of the following events, and while such is continuing unremedied
or unwaived:
Non-Payment:
default is made by the Council in the payment on due date or,
where payable on demand, promptly following proper
demand therefor (or on the expiration of any applicable
grace period) of any Principal Money of the Stock, or
on any earlier date that the Principal Money shall
become payable to a Stockholder, and such default
continues unremedied for two business days; or
default is made by the Council for a period of seven business
days in the payment of any interest on or secured by
the Stock; or
default is made by the Council for a period of 30 days after final
demand in writing in the payment of any other material
KCDC_n367613_v1_Fin-13-825_Appendix_1_Copy_of_Report_Fin-12-593_from_28_June_Council © Simpson Grierson