Insofar as the provisions of this Agreement and the provisions of the acts specified in Annex I are identical in substance to corresponding rules of the EC Treaty and to acts adopted pursuant to the EC Treaty, those provisions shall, in their implementation and application, be interpreted in conformity with the relevant rulings and decisions of the Court of Justice and the European Commission given before the date of signature of this Agreement. The rulings and decisions given after the date of signature of this Agreement shall be communicated to the other Contracting Parties. At the request of one of the Contracting Parties, the implications of such later rulings and decisions shall be determined by the Joint Committee in view of ensuring the proper functioning of this Agreement. Existing interpretations shall be communicated to the ECAA Partners prior to the date of signature of this Agreement. Decisions taken by the Joint Committee under this procedure shall be in conformity with the case law of the Court of Justice.
Insofar as Article 9 of the Michigan UCC is applicable (without regard to conflicts of laws principles), and given the filing of the Domino’s Pizza Financing Statements with the Filing Office, no action with respect to (a) the recording, filing, re-recording and re- filing of the Transaction Document and any other requisite documents with the Filing Office, and (b) the execution and filing with the Filing Office of any financing statement or continuation statement naming Domino’s Pizza as debtor, is currently necessary in the State of Michigan. Exhibit 2-D Capitalized terms used within this Exhibit 2-D shall have the meanings set forth in the respective opinion letters in which they will be delivered. Stikeman Elliot LLP Opinions
Insofar as Article 9 of the Uniform Commercial Code as in effect in the State of Michigan on the date thereof was applicable (without regard to conflict of laws principles), upon the filing of such Domino’s Pizza Financing Statements with the Filing Office, the secured party named in the Domino’s Financing Statements obtained a perfected security interest in that portion of the assets of Domino’s Pizza that are the subject of such Domino’s Pizza Financing Statements and in which a security interest could be perfected by the filing of a financing statement with the Filing Office Article 9 of the Uniform Commercial Code as in effect in the State of Michigan on the date thereof.
Insofar as Article 9 of the UCC is applicable (without regard to principles of conflict of laws), and assuming that the security interest created by the Security Agreement in favor of the Indenture Trustee in the Collateral (as defined in the Security Agreement) and the proceeds thereof has been duly created and has attached, then, (A) the Indenture Trustee has a perfected security interest in the Origination Trust's rights in that portion of the Collateral that may be perfected by the filing of a UCC financing statement with the Secretary of State of the State of Delaware, and the proceeds thereof, and (B) such security interest is prior to any other security interest granted by the Origination Trust that is perfected solely by the filing of financing statements under the UCC in the State of Delaware, excluding purchase money security interests under Section 9-103 of the UCC and temporarily perfected security interests in proceeds under Section 9-315 of the UCC.
Insofar as the provisions of the agreement referred to in Article 1 Paragraph 1 derogate from existing legal regulations or are in violation thereof, the provisions of this agreement shall prevail. The provisions referred to in this Paragraph have been exhaustively included in the agreement referred to.
Insofar as the provisions of the Main Lease do not conflict with the specific provisions of this Sub-Lease Agreement, they and each of them are incorporated into this Sub-Lease as if fully and completely rewritten herein, and Sub-Lessee agrees to be bound to the Sub-Lessor by all the terms of the Main Lease and to assume towards Sub-Lessor and perform all the obligations and responsibilities that Sub-Lessor, by the Main Lease, assumes towards the Lessor, except for the payment of rent by Sub-Lessee to Sub-Lessor, which is governed by Paragraph 4 herein. Sub-Lessee further agrees to defend, indemnify and hold harmless SubLessor and Lessor from any claim or liability under the Main Lease and this SubLease Agreement arising subsequent to the effective date of this Sub-Lease Agreement. The relationship between Sub-Lessee and Sub-Lessor shall be the same as that between Sub-Lessor and Lessor under the Main Lease. Sub-Lessor shall not be liable for any nonperformance of or noncompliance with or breach or failure to observe any term, covenant or condition of the Main Lease upon Lessor's part to be kept, observed, performed or complied with, or for any delay or interruption in Lessor's performing its obligations thereunder, provided that Sub-Lessor shall cooperate with Sub-Lessee in assisting Sub-Lessee in enforcing the terms of the Main Lease, to the extent provided below. Sub-Lessor hereby assigns unto Sub-Lessee, for so long as this Sub-Lease shall be in force and effect, any and all assignable rights and causes of action which Sub-Lessor may have against Lessor with respect to the Sub-Leased Premises due to defaults by Lessor under the Main Lease. Sub-Lessor will cooperate with and join with Sub-Lessee in any claims or suits brought by Sub-Lessee against Lessor under the Main Lease, provided that such participation shall be without cost or expense to SubLessor. Sub-Lessor shall not enter into any amendment of the Main Lease with Lessor which impairs any rights or increases any obligations of Sub-Lessee thereunder without obtaining Sub-Lessee's written consent thereto prior thereto.
Insofar as practicable, preference shall be given in order of seniority of the applicants where applications for vacation have been filed on or before January 15th of each year; such preferences shall not be granted where applications have been filed after January 15th. Employees must take their vacation at the time allotted and those who do not apply for it prior to January 15th shall be required to take their vacation at a time prescribed by the Company.
Insofar the lessor shall also be liable for any culpably caused soiling of the parking facility due to a behaviour in breach of the terms of use appyling to the parking facilites. This also includes the depositing of waste in the area of the parking facility. All arising costs plus a flat processing fee shall be charged to the lessee in the amount of € 100.00 The right of lien In connection with its claims under the rental contract, the lessor is entitled to a right of retention and a statutory right of lien to the vehicle of the lessee. If the lessee defaults on the settlement of the lessor´s claims, the lessor can carry out debt recovery at the earliest two weeks after issuing a warning to that effect. Rules of use The maximum speed vehicles may be driven is walking pace. Parked vehicles must be carefully locked and secured in the usual manner. The lessor has to follow the instructions of the supervisory staff. Otherwise, the rules of the German Road Traffic Regulation (StVO) shall apply. The following are prohibited in the parking facility: - smoking and the use of fire - parking of vehicles with leaking petrol tanks, oil, draining coolant and air conditioning tanks as well as carburators, and other hazardous damages that may be dangerous for the operation of the parking facility - parking of vehicles that are not officially registered - unauthorized parking of vehicles outside the parking spaces marked for that purpose, e.g. on the roadway, on two parking places, in front of emergency exits, on parking spaces for the disabled, on parking spaces marked as reserved or on hatched areas.
