Virgin Media 2006 Annual Report Download - page 238

behalf of the relevant Company and the relevant Company hereby acknowledges its indebtedness to the Security Trustee in respect of
each such amount together with interest thereon calculated in accordance with the provisions of the Security Documents.
4.3 Enforcement by Barclays
Where:
(a) the Security Trustee has not given notice to Barclays within the time specified in Clause 4.1(c); or
(b) the Security Trustee has failed to pay the Relevant Amounts under the relevant Barclays Loan Agreement within
1 Business Day of the Assumption Date
but not otherwise, Barclays shall be entitled to enforce the security conferred by the Barclays Security but may not exercise
or attempt to exercise any other right or remedy against the relevant Company in respect of the relevant Barclays Loan
Agreement.
5. ENFORCEMENT
5.1 Restrictions on enforcement by the Banks
Subject to Clauses 5.2, 5.3 and 5.4, until the Barclays Discharge Date, the Security Trustee will not exercise or enforce or
attempt to exercise or enforce any right or remedy against any Company unless it has first given 5 Business Days’ notice in
writing to Barclays specifying the action which it proposes to take and the timing of such action.
5.2 Protection of Security
Nothing in this Deed shall prevent Barclays or the Security Trustee from taking at any time such action as it may reasonably
deem necessary to protect any Encumbrances conferred by the Barclays Security or, as the case may be, Security which is in
jeopardy or to prevent any likely material diminution in value of the Encumbrances conferred by the Barclays Security or the
Security provided that Barclays, or as the case may be, the Security Trustee shall, if practicable, notify the Security Trustee
or, as the case may be, Barclays prior to taking any such action, specifying the action to be taken and the reason why the
relevant Encumbrance is in jeopardy or is likely to diminish materially in value or, if not practicable, as soon as reasonably
possible after taking such action.
5.3 Liquidation
Nothing in this Deed shall prevent Barclays or the Security Trustee from being entitled to prove in a liquidation of any
Company (other than a liquidation instigated by Barclays or, as the case may be, the Security Trustee in breach of its
obligations hereunder).
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Source: VIRGIN MEDIA INVESTM, 10−K, March 01, 2007