Continuity and Further Assurance. 5.1 The provisions of the Finance Documents shall, save as amended in this deed, continue in full force and effect.
5.2 The Borrower shall, at the request of the Lenders and at its own expense, do all such acts and things necessary or desirable to give effect to the provisions of this deed.
Continuity and Further Assurance. 3.1 The Collateral Agent and the Security Grantor confirm and agree that (i) save as amended by this Agreement, all provisions of the Security Agreement shall remain unchanged, (ii) the validity and effectiveness of the provisions of the Security Agreement shall remain unaffected by this Agreement, to the extent not amended by this Agreement (iii) the validity and effectiveness of the security interests created under the Security Agreement shall not be affected by this Agreement; and (iv) such security interests shall continue to secure the Obligations (as defined in the Amended Security Agreement). For the avoidance of doubt, the provisions in the IP Assignment Agreement relating to the limitations on enforcement of the security granted thereunder and the application of proceeds of an enforcement of such security shall not be affected by the amendments pursuant to this Agreement.
3.2 The Security Grantor shall, at the reasonable request of the Security Agent and at the Security Grantors’ expense, do all such acts and things necessary or desirable to give effect to the amendments effected or to be effected pursuant to this Agreement.
3.3 The Collateral Agent and the Security Grantor agree that this Agreement shall constitute a “Security Document” for the purposes of the First Lien Intercreditor Agreement (and for no other purpose) and that, all rights, duties, privileges, protections and benefits of the Collateral Agent set forth in the Amended Security Agreement are hereby incorporated by reference.
Continuity and Further Assurance. 3.1 The provisions of Declaration of Trust shall, save as amended hereby, continue in full force and effect.
3.2 Each of the Receivables Trustee and the Beneficiaries shall do all such acts and things necessary or desirable to give effect to the amendments effected or to be effected pursuant to this Deed.
Continuity and Further Assurance. 3.1 The Collateral Agent, the other Current Pledgees and the Pledgor confirm and agree that (i) save as amended by this Agreement, all provisions of the Account Pledge Agreement shall remain unchanged, (ii) the validity and effectiveness of the provisions of the Account Pledge Agreement shall remain unaffected by this Agreement, to the extent not amended by this Agreement (iii) the validity and effectiveness of the security interests created under the Account Pledge Agreement shall not be affected by this Agreement; and (iv) such security interests shall continue to secure the Obligations (as defined in the Amended Security Agreement).
3.2 The Pledgor shall, at the reasonable request of the Collateral Agent and at the Pledgor’s expense, do all such acts and things necessary or desirable to give effect to the amendments effected or to be effected pursuant to this Agreement.
3.3 In the event that German law requires, as a result of the increase of the incremental term facilities from an amount of USD 400,000,000 to an amount of USD 1,550,000,000 or otherwise, that new rights of pledge be granted in relation to the Accounts (as defined in the Account Pledge Agreement) in order to effectively secure the Obligations (as defined in the Account Pledge Agreement and as confirmed and amended by this Agreement), the Pledgor and the Current Pledgees agree that this Agreement shall be construed as the grant of such new rights of pledge and the Pledgor hereby pledges to each of the Current Pledgees and the Future Pledgees (as defined in the Account Pledge Agreement) the Accounts (as defined in the Account Pledge Agreement) pursuant to the terms and conditions (as these are confirmed and amended pursuant to this Agreement) of the Account Pledge Agreement to which it is a party and each Current Pledgee hereby accepts such pledge for itself in accordance with and subject to the terms and conditions of the Account Pledge Agreement and, in the case of the Collateral Agent, also as representative without power of attorney (Vertreter ohne Vertretungsmacht) for and on behalf of each Future Pledgee (as defined in the Account Pledge Agreement) in accordance with clause 2.3
Continuity and Further Assurance. The Company confirms and acknowledges that, except as provided for in this Letter, its obligations under the Finance Documents will continue in full force and effect notwithstanding the execution of this Letter and the occurrence of the Effective Date.
Continuity and Further Assurance. 3.1 The provisions of the Dividend Rights Agreement shall, save as amended hereby, continue in full force and effect.
3.2 YIC shall, at its own expense, do all such acts and things and execute all such documents as shall reasonably be considered necessary or desirable to give full effect to the amendments effected or to be effected pursuant to this Agreement.
Continuity and Further Assurance. 3.1 The provisions of the Share Transfer Agreement shall, save as amended hereby, continue in full force and effect.
3.2 YIC shall, at its own expense, do all such acts and things and execute all such documents as shall reasonably be considered necessary or desirable to give full effect to the amendments effected or to be effected pursuant to this Agreement.
Continuity and Further Assurance. 3.1 Designation as a Finance Document
(a) In accordance with the A/C Facilities Agreement, the Parent and A/C Facility Agent designate this Deed and the Amended Intercreditor Deed as a Finance Document (as such term is defined in the A/C Facilities Agreement).
(b) In accordance with the NZ Facility Agreement, the Parent and the NZ Facility Agent designate this Deed and the Amended Intercreditor Deed as a Finance Document (as such term is defined in the NZ Facility Agreement).
Continuity and Further Assurance. 5.1 The provisions of the Original Facility Agreement and the other Finance Documents shall, save as amended by this letter, continue in full force and effect.
5.2 For the avoidance of doubt, each Guarantor confirms for the benefit of the Finance Parties that all Guarantee Obligations owed by it under the Amended Facility Agreement shall (a) remain in full force and effect notwithstanding the amendments referred to in paragraph 3 (Amendments) of this letter and (b) extend to any new obligations assumed by any Obligor under the Finance Documents as a result of this letter (including, but not limited to, under the Amended Facility Agreement). For the purpose of this paragraph 5.2, “Guarantee Obligations” means the guarantee and indemnity obligations of a Guarantor contained in the Original Facility Agreement.
Continuity and Further Assurance. 1. Continuing obligations The provisions of the Facility Agreement and the other Finance Documents shall, save as amended by this Agreement, continue in full force and effect and each of the Parties’ rights and obligations under those Finance Documents, save as amended by this Agreement, shall not be affected or impaired by the execution of this Agreement.
