German Security. (a) For the purposes of any German Security (where “
German Security. (a) Notwithstanding anything to the contrary contained in this Agreement, with respect to the German Security and the German Security Documents, the terms and provisions of this Section 12.13 shall control and be binding.
German Security. 4.1. The Company hereby assigns and transfers by way of security (Sicherungsabtretung) to the Agent for the benefit of the Secured Parties all present and future rights (including non-ancillary (selbständige) and ancillary (unselbständige) rights to determine the legal relationship (Gestaltungsrechte), including termination rights (Kündigungsrechte)), claims and interests of the Company:
German Security. (a) Each of the Secured Parties (other than the Security Agent) hereby appoints the Security Agent as trustee (Treuhänder) and administrator for the purpose of accepting and administering the German Security Documents for and on behalf of the other Secured Parties. The Security Agent shall hold and administer any German Security Documents as trustee (treuhänderisch) for the benefit of the Secured Parties.
German Security. 34.23.1 Regarding all Transaction Security established under German law (the "GERMAN SECURITY") the Security Trustee shall:
German Security. 3.8.1 German pledges over the shares of the companies listed at (z) to (ee) Inclusive in paragraph 3.6.6 of this Memorandum.
German Security. The Agent shall (i) hold and administer any security created under the Collateral Documents and governed by German law which is security assigned (Sicherungseigentum/Sicherungsabtretung) or otherwise transferred under a non-accessory security right (nicht-akzessorische Sicherheit) to it as trustee (treuhänderisch) for the benefit of the Secured Parties; and (ii) administer any security created under the Collateral Documents and governed by German law which is pledged (Verpfändung) or otherwise transferred to any Secured Party under an accessory security right (akzessorische Sicherheit) as agent. Each Secured Party (other than the Agent) hereby authorizes the Agent (whether or not by or through employees or agents): (i) to exercise such rights, remedies, powers and discretions as are specifically delegated to or conferred upon the Agent under the Collateral Documents together with such powers and discretions as are reasonably incidental thereto, (ii) to take such action on its behalf as may from time to time be authorized under or in accordance with the Collateral Documents; and (iii) to accept and enter into as its attorney (Stellvertreter) any pledge or other creation of any accessory security right granted in favour of such Secured Party in connection with the Loan Documents under German law and to agree to and execute on its behalf as its attorney (Stellvertreter) any amendments, confirmations and/or alterations to any Collateral Document governed by German law which creates a pledge or any other accessory security right (akzessorische Sicherheit) including the release or confirmation of release of such security. Each of the Secured Parties (other than the Agent) hereby relieves the Agent from the restrictions pursuant to section 181 of the German Civil Code (Bürgerliches Gesetzbuch) and similar restrictions applicable to it pursuant to any other applicable law, in each case to the extent legally possible to such Secured Party. A Secured Party which is barred by its constitutional documents or by-laws from granting such exemption shall notify the Agent accordingly. Each Secured Party (other than the Agent) hereby ratifies and approves all acts and declarations previously done by the Agent on such Secured Party’s behalf (including for the avoidance of doubt any declarations made by the Agent as representative without power of attorney (Vertreter ohne Vertretungsmacht) in relation to the creation of any pledge (Pfandrecht) on behalf and for the benefit of...
German Security. 124 Section 10.12 Parallel Debt (Covenant to pay the Administrative Agent)...................................125 Section 10.13 French Law Parallel Debt (Covenant to pay the Administrative Agent)........................125 ARTICLE XI
German Security. (a) The Administrative Agent shall:
German Security. (a) Notwithstanding any other provision in this Clause 3, the Company hereby transfers (Sicherungsabtretung, Sicherungsübereignung) as security for the Secured Obligations to the Agent for the benefit of the Secured Parties (in each case, including the rights to alter the legal relationship if any (Gestaltungsrechte)):
