Rescission of C/C agreements. Subject to condition precedent of occurrence of the Closing Date (as defined in the Contri- bution Agreement) and with the exception of this Agreement in Principle and the additional agreements agreed in this Agreement in Principle, the Parties hereby rescind (or, where appropriate, undertake to arrange for rescission in relation to the relevant enterprises and shareholders of each of the Parties referred to below) the Shareholders’ Agreement (sub- ject to the consent of KfW) and all other agreements possibly existing between CECONOMY and/or with affiliated enterprises of CECONOMY (with the exception of MSH or its subsidi- aries) on the one hand and Convergenta and/or with affiliated enterprises of Convergenta and their direct and indirect shareholders on the other hand in relation to MSH or CECONOMY Retail (with or without the involvement of other third parties) (together with the Shareholders’ Agreement plus the media agreements, but for the avoidance of doubt without any leases, C/C-Agreements). The Parties agree to ensure that MSH consents to the rescission of the C/C Agreements as set out in this clause 9.1, as far as relevant, and CECONOMY agrees to ensure that CECONOMY Retail consents to the rescission of the C/C Agreements as set out in this Ziffer 9.1, as far as relevant. The provisions in this clause 9.1 are subject to satisfaction (or waiver, to the extent permitted) of the conditions precedent set forth in clause 10.1 below.
