Common use of ADDITIONAL LESSEES Clause in Contracts

ADDITIONAL LESSEES. Subject to prior consent of Spanish FleetCo (such consent not to be unreasonably withheld or delayed), any Affiliate of Spanish OpCo that was incorporated under the laws of Spain (each, a “Permitted Lessee”) shall have the right to become a Lessee under and pursuant to the terms of this Agreement by complying with the provisions of this Clause 12 (Additional Lessees); provided that the Lessor shall provide its consent to such Permitted Lessee becoming a Lessee pursuant to the terms of this Clause 12 (Additional Lessees) (provided further that (i) the Lessor may not unreasonably withhold or delay the giving of such consent and (ii) the Lessor shall be deemed to have given such consent if it fails to given written notification of its refusal to provide such consent within five (5) Business Days of any request for such consent from Spanish OpCo or any other Party). If a Permitted Lessee desires to become a Lessee under this Agreement, then such Permitted Lessee shall execute (if appropriate) and deliver to the Lessor and the Spanish Security Trustee:

ADDITIONAL LESSEES. Subject to prior consent of Spanish French FleetCo (such consent not to be unreasonably withheld or delayed), ) any Affiliate of Spanish French OpCo that was incorporated under the laws of Spain France (each, a “Permitted Lessee”) shall have the right to become a Lessee under and pursuant to the terms of this Agreement by complying with the provisions of this Clause 12 (Additional Lessees); provided that the Lessor shall provide its consent to such Permitted Lessee becoming a Lessee pursuant to the terms of this Clause 12 (Additional Lessees) (provided further that (i) the Lessor may not unreasonably withhold or delay the giving of such consent and (ii) the Lessor shall be deemed to have given such consent if it fails to given written notification of its refusal to provide such consent within five (5) Business Days of any request for such consent from Spanish French OpCo or any other Party). If a Permitted Lessee desires to become a Lessee under this Agreement, then such Permitted Lessee shall execute (if appropriate) and deliver to the Lessor and the Spanish French Security Trustee:

ADDITIONAL LESSEES. Subject to the prior consent of Spanish Dutch FleetCo (such consent not to be unreasonably withheld or delayed), ) any Affiliate of Spanish Dutch OpCo that was incorporated under the laws of Spain The Netherlands (each, each a “Permitted Lessee”) shall have the right to become a Lessee under and pursuant to the terms of this Agreement by complying with the provisions of this Clause 12 (Additional Lessees); provided that the Lessor shall provide its consent to such Permitted Lessee becoming a Lessee pursuant to the terms of this Clause 12 (Additional Lessees) (provided further that (i) the Lessor may not unreasonably withhold or delay the giving of such consent and (ii) the Lessor shall be deemed to have given such consent if it fails to given give written notification of its refusal to provide such consent within five (5) Business Days of any request for such consent from Spanish Dutch OpCo or any other Party). If a Permitted Lessee desires to become a Lessee under this Agreement, then such Permitted Lessee shall execute (if appropriate) and deliver to the Lessor and the Spanish Dutch Security Trustee:

ADDITIONAL LESSEES. Subject to prior consent of Spanish FleetCo (such consent not to be unreasonably withheld or delayed), any Any Affiliate of Spanish German OpCo that was incorporated under the laws of Spain Germany (each, a “Permitted Lessee”) shall have the right to become a Lessee under and pursuant to the terms of this Agreement by complying with the provisions of acceding to this Agreement (Vertragsbeitritt) pursuant to this Clause 12 (Additional Lessees); provided that the Lessor shall provide its consent to such Permitted Lessee becoming a Lessee pursuant to the terms of this Clause 12 (Additional Lessees) (provided further that (i) the Lessor may not unreasonably withhold or delay the giving of such consent and (ii) the Lessor shall be deemed to have given such consent if it fails to given give written notification of its refusal to provide such consent within five (5) Business Days of any request for such consent from Spanish German OpCo or any other Party). If a Permitted Lessee desires to become a Lessee under this Agreement, then such Permitted Lessee shall execute (if appropriate) and deliver to the Lessor and the Spanish German Security Trustee: