Common use of On the Transfer Date Clause in Contracts

On the Transfer Date. (a) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation its rights and obligations under the Security Documents each of the Obligors and the Existing Lender shall be released from further obligations towards one another under the Security Documents and their respective rights against one another under the Security Documents shall be cancelled (being the “Discharged Rights and Obligations”); (b) each of the Obligors and the New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor and the New Lender have assumed and/or acquired the same in place of that Obligor and the Existing Lender; (c) the Agent, the Mandated Lead Arrangers, the New Lender and the other Lenders shall acquire the same rights and assume the same obligations between themselves as they would have acquired and assumed had the New Lender been an Original Lender with the rights and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Agent, the Mandated Lead Arrangers and the Existing Lender shall each be released from further obligations to each other under the Security Documents; and (d) the New Lender shall become a Party as a “Lender”.

On the Transfer Date. (a) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation its rights and obligations under the Security Documents and the Lower Saxony Guarantees each of the Obligors Borrower and the Existing Lender shall be released from further obligations towards one another under the Security Documents and the Lower Saxony Guarantees and their respective rights against one another under the Security Documents shall be cancelled (being the “Discharged Rights and Obligations”); (b) each of the Obligors Borrower and the New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor the Borrower and the New Lender have assumed and/or acquired the same in place of that Obligor the Borrower and the Existing Lender; (c) the Agent, the Mandated Lead ArrangersLower Saxony Guarantee Agent, the New Lender and the other Lenders shall acquire the same rights and assume the same obligations between themselves as they would have acquired and assumed had the New Lender been an Original Lender with the rights and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Agent, the Mandated Lead Arrangers Lower Saxony Guarantee Agent and the Existing Lender shall each be released from further obligations to each other under this Agreement and/or the Security DocumentsLower Saxony Guarantees; and (d) the New Lender shall become a Party party as a “Lender”.

On the Transfer Date. (a) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation its rights and obligations under the Security Finance Documents each of the Obligors and the Existing Lender shall be released from further obligations towards one another under the Security Finance Documents and their respective rights against one another under the Security Documents shall be cancelled (being the “Discharged Rights and Obligations”"DISCHARGED RIGHTS AND OBLIGATIONS"); (b) each of the Obligors and the New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor and the New Lender have assumed and/or acquired the same in place of that Obligor and the Existing Lender; (c) the Agent, the Mandated Lead ArrangersArranger, the New Lender and the other Lenders shall acquire the same rights and assume the same obligations between themselves as they would have acquired and assumed had the New Lender been an Original Lender with the rights and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Agent, the Mandated Lead Arrangers Arranger and the Existing Lender shall each be released from further obligations to each other under the Security Documentsthis Agreement; and (d) the New Lender shall become a Party as a “"Lender”".

On the Transfer Date. (a) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation its rights and obligations under the Security Finance Documents each and in respect of the Obligors Transaction Security the Borrower and the Existing Lender shall be released from further obligations towards one another under the Finance Documents and in respect of the Transaction Security Documents and their respective rights against one another under the Finance Documents and in respect of the Transaction Security Documents shall be cancelled (being the “Discharged Rights and Obligations”); (b) each of the Obligors Borrower and the New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor the Borrower and the New Lender have assumed and/or acquired the same in place of that Obligor the Borrower and the Existing Lender; (c) the Agent, the Mandated Lead ArrangersArranger, the Security Trustee, the New Lender Lender, the other Lenders, and the other Lenders Swap Banks shall acquire the same rights and assume the same obligations between themselves and in respect of the Transaction Security as they would have acquired and assumed had the New Lender been an Original Lender with the rights rights, and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Agent, the Mandated Lead Arrangers Arranger, the Security Trustee, the Swap Banks and the Existing Lender shall each be released from further obligations to each other under the Security Finance Documents; and (d) the New Lender shall become a Party as a “Lender”.

On the Transfer Date. (ai) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation its rights and obligations under the Security Finance Documents each of the Obligors and the Existing Lender shall be released from further obligations towards one another under the Security Finance Documents and their respective rights against one another under the Security Finance Documents shall be cancelled (being the “Discharged Rights and Obligations”); (bii) each of the Obligors and the New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor and the New Lender have assumed and/or acquired the same in place of that Obligor and the Existing Lender; (ciii) the Agent, the Mandated Lead Arrangers, the New Lender and the other Lenders shall acquire the same rights and assume the same obligations between themselves as they would have acquired and assumed had the New Lender been an Original a Lender with the rights and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Agent, the Mandated Lead Arrangers Agent and the Existing Lender shall each be released from further obligations to each other under the Security Finance Documents; and (div) the New Lender shall become a Party as a “Lender”.

On the Transfer Date. (a) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation its rights and obligations under the Security Documents each of the Obligors Borrower and the Existing Lender shall be released from further obligations towards one another under the Security Documents and their respective rights against one another under the Security Documents shall be cancelled (being the “Discharged Rights and Obligations”); (b) each of the Obligors Borrower and the New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor the Borrower and the New Lender have assumed and/or acquired the same in place of that Obligor the Borrower and the Existing Lender; (c) the Agent, the Mandated Lead Arrangers, the New Lender and the other Lenders shall acquire the same rights and assume the same obligations between themselves as they would have acquired and assumed had the New Lender been an Original Lender with the rights and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Agent, the Mandated Lead Arrangers Agent and the Existing Lender shall each be released from further obligations to each other under the Security Documentsthis Agreement; and (d) the New Lender shall become a Party party as a “Lender”.

On the Transfer Date. (a) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation its rights and obligations under the Security Finance Documents each and in respect of the Obligors Transaction Security the Borrower and the Existing Lender shall be released from further obligations towards one another under the Finance Documents and in respect of the Transaction Security Documents and their respective rights against one another under the Finance Documents and in respect of the Transaction Security Documents shall be cancelled (being the “"Discharged Rights and Obligations”"); (b) each of the Obligors Borrower and the New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor the Borrower and the New Lender have assumed and/or acquired the same in place of that Obligor the Borrower and the Existing Lender; (c) the Agent, the Mandated Lead ArrangersArranger, the Security Trustee, the New Lender Lender, the other Lenders, and the other Lenders Swap Banks shall acquire the same rights and assume the same obligations between themselves and in respect of the Transaction Security as they would have acquired and assumed had the New Lender been an Original Lender with the rights rights, and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Agent, the Mandated Lead Arrangers Arranger, the Security Trustee, the Swap Banks and the Existing Lender shall each be released from further obligations to each other under the Security Finance Documents; and (d) the New Lender shall become a Party as a “"Lender”".

On the Transfer Date. (a) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation its rights and obligations under the Security Finance Documents each and in respect of the Obligors Transaction Security each Borrower and each other Obligor and the Existing Lender shall be released from further obligations towards one another under the Finance Documents and in respect of the Transaction Security Documents and their respective rights against one another under the Finance Documents and in respect of the Transaction Security Documents shall be cancelled (being the “Discharged Rights and Obligations”); (b) each of the Obligors Borrower, each other Obligor and the New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Borrower or that other Obligor and the New Lender have assumed and/or acquired the same in place of that Obligor the Discharged Rights and the Existing LenderObligations; (c) the AgentLender, the Mandated Lead Arrangers, Arranger and the New Lender and the other Lenders shall acquire the same rights and assume the same obligations between themselves and in respect of the Transaction Security as they would have acquired and assumed had the New Lender been an Original Lender with the rights rights, and/or obligations acquired or assumed by it as a result of the transfer and to that extent the AgentLender, the Mandated Lead Arrangers Arranger and the Existing Lender shall each be released from further obligations to each other under the Security Finance Documents; and (d) the New Lender shall become a Party as a “Lender”.

On the Transfer Date. (a) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation its rights and obligations under the Security Finance Documents each and in respect of the Obligors Transaction Security the Borrower and the Existing Lender shall be released from further obligations towards one another under the Finance Documents and in respect of the Transaction Security Documents and their respective rights against one another under the Security Documents shall be cancelled (being the “Discharged Discharge Rights and Obligations”); (b) each of the Obligors Borrower and the New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Discharge Rights and Obligations only insofar as that Obligor the Borrower and the New Lender have assumed and/or acquired the same in place of that Obligor the Borrower and the Existing Lender; (c) the Agent, the Mandated Lead ArrangersTrustee, the New Lender and the other Lenders shall acquire the same rights and assume the same obligations between themselves as they would have acquired and assumed had the New Lender been an Original Lender with the rights and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Agent, the Mandated Lead Arrangers and the Existing Lender shall each be released from further obligations to each other under the Security Documentstransfer; and (d) the New Lender shall become a Party as a “Lender”.

On the Transfer Date. (a) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation its rights and obligations under the Security Finance Documents each of the Obligors Borrower and the Guarantor and the Existing Lender shall be released from further obligations towards one another under the Security Finance Documents and their respective rights against one another under the Security Documents shall be cancelled (being the “Discharged Rights and Obligations”); (b) each of the Obligors Borrower and the Guarantor and the New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor the Borrower and the Guarantor and the New Lender have assumed and/or acquired the same in place of that Obligor the Borrower and the Guarantor and the Existing Lender; (c) the Agent, the Mandated Lead ArrangersSecurity Agent, the New Lender and the other Lenders shall acquire the same rights and assume the same obligations between themselves as they would have acquired and assumed had the New Lender been an Original Lender with the rights and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Agent, the Mandated Lead Arrangers Security Agent and the Existing Lender shall each be released from further obligations to each other under the Security Documentsthis Agreement; and (d) the New Lender shall become a Party as a “Lender”.

On the Transfer Date. (ai) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation way of assignment, assumption and release any of its rights or obligations (cessione dei crediti con accollo liberatorio di obbligazioni) its rights and obligations under the Security Finance Documents each of the Obligors and the Existing Lender shall be released from further obligations towards one another under the Security Finance Documents and their respective rights against one another under the Security Finance Documents shall be cancelled (being the “Discharged Rights and Obligations”); (bii) each of the Obligors and the New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor and the New Lender have assumed and/or acquired the same in place of that Obligor and the Existing Lender; (ciii) the Agent, the Mandated Lead Arrangers, the New Lender and the other Lenders shall acquire the same rights and assume the same obligations between themselves as they would have acquired and assumed had the New Lender been an Original a Lender with the rights and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Agent, the Mandated Lead Arrangers Agent and the Existing Lender shall each be released from further obligations to each other under the Security Finance Documents; and (div) the New Lender shall become a Party as a “Lender”.

On the Transfer Date. (a) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation its rights and obligations under the Security Finance Documents each of the Obligors and the Existing Lender shall be released from further obligations towards one another under the Security Finance Documents and their respective rights against one another under the Security Finance Documents shall be cancelled (being the “Discharged Rights and Obligations”); (b) each of the Obligors and the New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor and the New Lender have assumed and/or acquired the same in place of that Obligor and the Existing Lender; (c) the Facility Agent, the Mandated Lead Arrangers, the New Lender and the other Lenders shall acquire the same rights and assume the same obligations between themselves as they would have acquired and assumed had the New Lender been an Original Lender with the rights and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Facility Agent, the Mandated Lead Arrangers and the Existing Lender shall each be released from further obligations to each other under the Security Finance Documents; and (d) the New Lender shall become a Party as a “Lender”.

On the Transfer Date. (a) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation its rights and obligations under the Security Finance Documents each and, in respect of the Obligors Transaction Security, the Borrower and each other Obligor and the Existing Lender shall be released from further obligations towards one another under the Finance Documents and in respect of the Transaction Security Documents and their respective rights against one another under the Finance Documents and in respect of the Transaction Security Documents shall be cancelled (being the “Discharged Rights and Obligations”); (b) the Borrower, each of the Obligors other Obligor and the New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as the Borrower or that other Obligor and the New Lender have assumed and/or acquired the same in place of that Obligor the Discharged Rights and the Existing LenderObligations; (c) the Facility Agent, the Mandated Lead ArrangersArranger, the Security Agent and the New Lender and the other Lenders shall acquire the same rights and assume the same obligations between themselves and in respect of the Transaction Security as they would have acquired and assumed had the New Lender been an Original Lender with the rights rights, and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Facility Agent, the Mandated Lead Arrangers Arranger, the Security Agent and the Existing Lender shall each be released from further obligations to each other under the Security Finance Documents; and (d) the New Lender shall become a Party as a “Lender”.

On the Transfer Date. (a) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation its rights and obligations under the Security Documents Finance Documents, each of the Obligors Obligor and the Existing Lender shall be released from further obligations towards one another under the Security such Finance Documents and their respective rights against one another under the Security such Finance Documents shall be cancelled (being the “Discharged Rights and Obligations”); (b) each of the Obligors Obligor and the New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor and the New Lender have assumed and/or acquired the same in place of that Obligor and the Existing Lender; (c) the Facility Agent, the Mandated Lead Arrangers, the New Lender and the other Lenders Finance Parties shall acquire the same rights and assume the same obligations between themselves as they would have acquired and assumed had the New Lender been an Original Lender with the rights and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Facility Agent, the Mandated Lead Arrangers Arranger, the 955371732 167 Existing Lender and the Existing Lender other Finance Parties shall each be released from further obligations to each other under the Security such Finance Documents; and (d) the New Lender shall become a Party party to the Finance Documents as a “Lender”.

On the Transfer Date. (a) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation its rights and obligations under the Security Finance Documents each of the Obligors Borrower and the Existing Lender shall be released from further obligations towards one another under the Security Finance Documents and their respective rights against one another under the Security Finance Documents shall be cancelled (being the “Discharged Rights and Obligations”); (b) each of the Obligors Borrower and the New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor the Borrower and the New Lender have assumed and/or acquired the same in place of that Obligor the Borrower and the Existing Lender; (c) the Agent, the Mandated Lead ArrangersArranger, the New Lender and the other Lenders shall acquire the same rights and assume the same obligations between themselves as they would have acquired and assumed had the New Lender been an Original Lender with the rights and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Agent, the Mandated Lead Arrangers Arranger and the Existing Lender shall each be released from further obligations to each other under the Security Finance Documents; and (d) the New Lender shall become a Party as a “Lender”.

On the Transfer Date. (a) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation its rights and obligations under the Security Finance Documents each of the Obligors Borrower and the Existing Lender shall be released from further obligations towards one another under the Security Finance Documents and their respective rights against one another under the Security Documents shall be cancelled (being the “Discharged Rights and Obligations”); (b) each of the Obligors Borrower and the New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor the Borrower and the New Lender have assumed and/or acquired the same in place of that Obligor the Borrower and the Existing Lender; (c) the Agent, the Mandated Lead ArrangersSecurity Agent, the Arranger, the New Lender and the other Lenders shall acquire the same rights and assume the same obligations between themselves as they would have acquired and assumed had the New Lender been an Original Lender with the rights and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Agent, the Mandated Lead Arrangers Security Agent, the Arranger and the Existing Lender shall each be released from further obligations to each other under the Security Documentsthis Agreement; and (d) the New Lender shall become a Party as a “Lender”.

On the Transfer Date. (ai) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation its rights and obligations under the Security Documents each of the Obligors Borrower and the Existing Lender shall be released from further obligations towards one another under the Security Documents Loan Documents, and their respective rights against one another under the Security Documents shall be cancelled cancelled, in each case to the extent transferred to the New Lender (being the “Discharged Rights and Obligations”); (bii) each of subject to Section 20.3.4 the Obligors Borrower and the New Lender shall assume obligations towards one another and/or and acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor the Borrower and the New Lender have assumed and/or and acquired the same in place of that Obligor the Borrower and the Existing Lender; (ciii) the AgentNew Lender, the Mandated Lead Arrangers, the New Lender and the other Lenders and each of the other Finance Parties shall acquire the same rights and assume the same obligations between themselves as they would have acquired and assumed had the New Lender been an Original a Lender with the rights and/or and obligations acquired or assumed by it as a result of the transfer and to that extent the Agent, the Mandated Lead Arrangers Existing Lender and the Existing Lender other Finance Parties shall each be released from further obligations to each other under the Security Documentsthis Agreement; and (div) the New Lender shall become a Party as a “Lender”.

On the Transfer Date. (a) to the extent that in the Transfer Assignment and Assumption Certificate the Existing Lender seeks to transfer by novation its rights and obligations under the Security Finance Documents each of the Obligors and the Existing Lender shall be released from further obligations towards one another under the Security Finance Documents and their respective rights against one another under the Security Finance Documents shall be cancelled (being the “Discharged Rights and Obligations”); (b) each of the Obligors and the New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor and the New Lender have assumed and/or acquired the same in place of that Obligor and the Existing Lender; (c) the Agent, the Mandated Lead ArrangersArranger, the New Lender and the other Lenders shall acquire the same rights and assume the same obligations between themselves as they would have acquired and assumed had the New Lender been an Original Lender with the rights and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Agent, the Mandated Lead Arrangers Arranger and the Existing Lender shall each be released from further obligations to each other under the Security Finance Documents; and (d) the New Lender shall become a Party as a “Lender”.

On the Transfer Date. (a) the assignment of the Existing Lender’s rights intended to the extent that in be assigned pursuant to the Transfer Certificate to the Existing Lender seeks to transfer by novation its rights and obligations under the Security Documents each of the Obligors and the Existing New Lender shall be released from further obligations towards one another under the Security Documents and their respective rights against one another under the Security Documents shall be cancelled (being the “Discharged Rights and Obligations”)become effective; (b) each the assumption by the New Lender of the Obligors obligations of the Existing Lender corresponding to the Existing Lender’s assigned rights shall become effective, and the New Lender shall assume become obliged to perform and comply with the assumed obligations towards one another and/or acquire rights against one another which differ from under the Discharged Rights and Obligations only insofar Finance Documents as that Obligor and if it were originally named as an original party in the New Lender have assumed and/or acquired the same in place of that Obligor and the Existing Lender;Finance Documents; and (c) the New Lender shall acquire all rights of the Existing Lender vis-à-vis the Agent, the Mandated Lead ArrangersSecurity Agent and the other Lenders, and the New Lender shall be deemed to confirm in favour of the Agent, the Security Agent and the other Lenders that it shall acquire the same rights and assume be under the same obligations between themselves towards each of them as they it would have acquired and assumed been if it had the New Lender been an original party to the Agreement as an Original Lender with the rights and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Agent, the Mandated Lead Arrangers and the Existing Lender shall each be released from further obligations to each other under the Security DocumentsLender; and (d) the New Lender shall become a Party as a “Lender”” and, to the extent the assignment comprises also the transfer of associated Security, it shall also become a party to the relevant Security Documents.

On the Transfer Date. (a) to the extent that in the Transfer Certificate the Existing Lender Bank seeks to transfer by novation its rights and obligations under the Security Finance Documents each of the Obligors and the Existing Lender Bank shall be released from further obligations towards one another under the Security Finance Documents and their respective rights against one another under the Security Finance Documents shall be cancelled (being the “Discharged Rights and Obligations”"DISCHARGED RIGHTS AND OBLIGATIONS"); (b) each of the Obligors and the New Lender Bank shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor and the New Lender Bank have assumed and/or acquired the same in place of that Obligor and the Existing LenderBank; (c) the Agent, the Mandated Lead ArrangersSecurity Trustee, the Issuing Banks, the New Lender Bank and the other Lenders Banks shall acquire the same rights and assume the same obligations between themselves as they would have acquired and assumed had the New Lender Bank been an Original Lender Bank with the rights and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Agent, the Mandated Lead Arrangers Arranger and the Existing Lender Bank shall each be released from further obligations to each other under the Security Finance Documents; and (d) the New Lender Bank shall become a Party as a “Lender”"Bank".

On the Transfer Date. (a) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation its rights and obligations under the Security Finance Documents each of the Obligors and the Existing Lender shall be released from further obligations towards one another under the Security Finance Documents and their respective rights against one another under the Security Finance Documents shall be cancelled (being the “Discharged Rights and Obligations”); (b) each of the Obligors and the New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor and the New Lender have assumed and/or acquired the same in place of that Obligor and the Existing Lender; (c) the Facility Agent, the Mandated Lead ArrangersArranger, the New Lender and the other Lenders shall acquire the same rights and assume the same obligations between themselves as they would have acquired and assumed had the New Lender been an Original Lender with the rights and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Facility Agent, the Mandated Lead Arrangers Arranger and the Existing Lender shall each be released from further obligations to each other under the Security Finance Documents; and (d) the New Lender shall become a Party as a “Lender”.

On the Transfer Date. (a) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation its rights and obligations under the Finance Documents and in respect of the Transaction Security Documents each of the Obligors and the Existing Lender shall be released from further obligations towards one another under the Finance Documents and in respect of the Transaction Security Documents and their respective rights against one another under the Finance Documents and in respect of the Transaction Security Documents shall be cancelled (being the “Discharged Rights and Obligations”); (b) each of the Obligors and the New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor or other member of the Group and the New Lender have assumed and/or acquired the same in place of that Obligor and the Existing Lender; (c) the Agent, the Mandated Lead ArrangersArranger, the Security Trustee, the New Lender and Lender, the other Lenders Lenders, the Issuing Bank and any relevant Ancillary Lender shall acquire the same rights and assume the same obligations between themselves and in respect of the Transaction Security as they would have acquired and assumed had the New Lender been an Original Lender with the rights rights, and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Agent, the Mandated Lead Arrangers Arranger, the Security Trustee, the Issuing Bank and any relevant Ancillary Lender and the Existing Lender shall each be released from further obligations to each other under the Security Finance Documents; and (d) the New Lender shall become a Party as a “Lender”.

On the Transfer Date. (a) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation its rights and obligations under the Security Documents each of the Obligors Borrower and the Existing Lender shall be released from further obligations towards one another under the Security Documents and their respective rights against one another under the Security Documents shall be cancelled (being the “Discharged Rights and Obligations”"DISCHARGED RIGHTS AND OBLIGATIONS"); (b) each of the Obligors Borrower and the New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor the Borrower and the New Lender have assumed and/or acquired the same in place of that Obligor the Borrower and the Existing Lender; (c) the Agent, the Mandated Lead Arrangers, the New Lender and the other Lenders shall acquire the same rights and assume the same obligations between themselves as they would have acquired and assumed had the New Lender been an Original Lender with the rights and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Agent, the Mandated Lead Arrangers Agent and the Existing Lender shall each be released from further obligations to each other under the Security Documentsthis Agreement; and (d) the New Lender shall become a Party party as a “Lender”"LENDER".

On the Transfer Date. (a) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation its rights and obligations under the Security Financing Documents each of the Obligors and the Existing Lender shall be released from further obligations towards one another under the Security Financing Documents and their respective rights against one another under the Security Documents shall be cancelled (being the “Discharged Rights and Obligations”); (b) each of the Obligors and the New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor and the New Lender have assumed and/or acquired the same in place of that Obligor Borrower and the Existing Lender; (c) the Facility Agent, the Mandated Lead Arrangers, the New Lender and the other Lenders shall acquire the same rights and assume the same obligations between themselves as they would have acquired and assumed had the New Lender been an Original Lender on the date of this Agreement with the rights and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Agent, the Mandated Lead Arrangers Facility Agent and the Existing Lender shall each be released from further obligations to each other under the Security Documentsthis Agreement; and (d) the New Lender shall become a Party as a “Lender”.

On the Transfer Date. (a) the assignment of the Existing Lender’s rights intended to the extent that in be assigned pursuant to the Transfer Certificate to the Existing Lender seeks to transfer by novation its rights and obligations under the Security Documents each of the Obligors and the Existing New Lender shall be released from further obligations towards one another under the Security Documents and their respective rights against one another under the Security Documents shall be cancelled (being the “Discharged Rights and Obligations”)become effective; (b) each the assumption by the New Lender of the Obligors obligations of the Existing Lender corresponding to the Existing Lender’s assigned rights shall become effective, and the New Lender shall assume become obliged to perform and comply with the assumed obligations towards one another and/or acquire rights against one another which differ from under the Discharged Rights and Obligations only insofar Finance Documents as that Obligor and if it were originally named as an original party in the New Lender have assumed and/or acquired the same in place of that Obligor and the Existing Lender;Finance Documents; and (c) the New Lender shall acquire all rights of the Existing Lender vis-à-vis the Agent, the Mandated Lead ArrangersSecurity Agent, the Arranger and the other Lenders, and the New Lender shall be deemed to confirm in favour of the Agent, the Security Agent, the Arranger and the other Lenders that it shall acquire the same rights and assume be under the same obligations between themselves towards each of them as they it would have acquired and assumed been if it had the New Lender been an original party to the Facility Agreement as an Original Lender with the rights and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Agent, the Mandated Lead Arrangers and the Existing Lender shall each be released from further obligations to each other under the Security DocumentsLender; and (d) the New Lender shall become a Party as a “Lender”” and, to the extent the assignment comprises also the transfer of associated Security, it shall also become a party to the relevant Security Documents.

On the Transfer Date. (a) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation its rights and obligations under the Security Finance Documents each of the Obligors and the Existing Lender shall be released from further obligations towards one another under the Security Finance Documents and their respective rights against one another under the Security Finance Documents shall be cancelled (being the “"Discharged Rights and Obligations”"); (b) each of the Obligors and the New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor and the New Lender have assumed and/or acquired the same in place of that Obligor and the Existing Lender; (c) the Facility Agent, the Mandated Lead ArrangersArranger, the New Lender and the other Lenders shall acquire the same rights and assume the same obligations between themselves as they would have acquired and assumed had the New Lender been an Original Lender with the rights and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Facility Agent, the Mandated Lead Arrangers Arranger and the Existing Lender shall each be released from further obligations to each other under the Security Finance Documents; and (d) the New Lender shall become a Party as a “"Lender”".

On the Transfer Date. (a) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation its rights and obligations under the Security Facility Documents each of the Obligors and the Existing Lender shall be released from further obligations towards one another under the Security Facility Documents and their respective rights against one another under the Security Facility Documents shall be cancelled (being the “Discharged Rights and Obligations”); (b) each of the Obligors and the New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor and the New Lender have assumed and/or acquired the same in place of that Obligor and the Existing Lender; (c) the Agent, the Mandated Lead Arrangers, Finance Parties and the New Lender and the other Lenders shall acquire the same rights and assume the same obligations between themselves as they would have acquired and assumed had the New Lender been an Original Lender with the rights and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Agent, the Mandated Lead Arrangers Finance Parties and the Existing Lender shall each be released from further obligations to each other under the Security Facility Documents; and (d) the New Lender shall become a Party as a “Lender”.

On the Transfer Date. (a) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation its rights rights, benefits and obligations under the Finance Documents and in respect of the Transaction Security Documents each of the Obligors and the Existing Lender shall be released from further obligations towards one another under the Finance Documents and in respect of the Transaction Security Documents and their respective rights against one another under the Finance Documents and in respect of the Transaction Security Documents shall be cancelled (being the “Discharged Rights and Obligations”); (b) each of the Obligors and the New Lender shall assume obligations towards one another and/or acquire rights and benefits against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor or other member of the Group and the New Lender have assumed and/or acquired the same in place of that Obligor and the Existing Lender; (c) the Agent, the Mandated Lead Arrangers, the Security Agent, the New Lender and the other Lenders shall acquire the same rights and assume the same obligations between themselves and in respect of the Transaction Security as they would have acquired and assumed had the New Lender been an Original Lender with the rights rights, and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Agent, the Mandated Lead Arrangers Arrangers, the Security Agent and the Existing Lender shall each be released from further obligations to each other under the Security Finance Documents; and (d) the New Lender shall become a Party as a “Lender”.

On the Transfer Date. (a) the assignment of the Existing Lender’s rights intended to the extent that in be assigned pursuant to the Transfer Certificate to the Existing Lender seeks to transfer by novation its rights and obligations under the Security Documents each of the Obligors and the Existing New Lender shall be released from further obligations towards one another under the Security Documents and their respective rights against one another under the Security Documents shall be cancelled (being the “Discharged Rights and Obligations”)become effective; (b) each the assumption by the New Lender of the Obligors obligations of the Existing Lender corresponding to the Existing Lender’s assigned rights shall become effective, and the New Lender shall assume become obliged to perform and comply with the assumed obligations towards one another and/or acquire rights against one another which differ from under the Discharged Rights and Obligations only insofar Finance Documents as that Obligor and if it were originally named as an original party in the New Lender have assumed and/or acquired the same in place of that Obligor and the Existing Lender;Finance Documents; and (c) the New Lender shall acquire all rights of the Existing Lender vis-à-vis the Agent, the Mandated Lead ArrangersSecurity Agent and the other Lenders, and the New Lender shall be deemed to confirm in favour of the Agent, the Security Agent and the other Lenders that it shall acquire the same rights and assume be under the same obligations between themselves towards each of them as they it would have acquired and assumed been if it had the New Lender been an original party to the Facility Agreement as an Original Lender with the rights and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Agent, the Mandated Lead Arrangers and the Existing Lender shall each be released from further obligations to each other under the Security DocumentsLender; and (d) the New Lender shall become a Party as a “Lender”” and, to the extent the assignment comprises also the transfer of associated Security, it shall also become a party to the relevant Security Documents.

On the Transfer Date. (a) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation its rights rights, benefits and obligations under the Finance Documents and in respect of the Transaction Security Documents each of the Obligors and the Existing Lender shall be released from further obligations towards one another under the Finance Documents and in respect of the Transaction Security Documents and their respective rights against one another under the Finance Documents and in respect of the Transaction Security Documents shall be cancelled (being the “Discharged Rights and Obligations”); (b) each of the Obligors and the New Lender shall assume obligations towards one another and/or acquire rights and benefits against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor or other member of the Group and the New Lender have assumed and/or acquired the same in place of that Obligor and the Existing Lender; (c) the Agent, the Mandated Lead Arrangers, the Security Agent, the New Lender and the other Lenders shall acquire the same rights and assume the same obligations between themselves and in respect of the Transaction Security as they would have acquired and assumed had the New Lender been an Original Lender with the rights rights, and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Agent, the Mandated Lead Arrangers Arranger, the Security Agent and the Existing Lender shall each be released from further obligations to each other under the Security Finance Documents; and (d) the New Lender shall become a Party as a “Lender”.

On the Transfer Date. (a) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation its rights and obligations under the Security Finance Documents each of Borrower and the Obligors Guarantor and the Existing Lender shall be released from further obligations towards one another under the Security Finance Documents and their respective rights against one another under the Security Documents shall be cancelled (being the “Discharged Rights and Obligations”); (b) each of Borrower and the Obligors Guarantor and the New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor Borrower and the Guarantor and the New Lender have assumed and/or acquired the same in place of that Obligor Borrower and the Guarantor and the Existing Lender; (c) the Agent, the Mandated Lead ArrangersSecurity Agent, the Arranger, the New Lender and the other Lenders shall acquire the same rights and assume the same obligations between themselves as they would have acquired and assumed had the New Lender been an Original Lender with the rights and/or obligations acquired or assumed by it as a result of the transfer and to that extent the Agent, the Mandated Lead Arrangers Security Agent, the Arranger and the Existing Lender shall each be released from further obligations to each other under the Security Documentsthis Agreement; and (d) the New Lender shall become a Party as a “Lender”.