Common use of Sundry Provisions Clause in Contracts

Sundry Provisions. Section 4.1 Subject and subordinate always to the prior rights of the First Mortgagee under the First Mortgage and to the prior rights of the Second Mortgagee under the Second Mortgage, all of the covenants, promises, stipulations and agreements of the Shipowner in this Deed of Covenants contained shall bind the Shipowner and its successors and permitted assigns and shall be binding on and inure to the benefit of the Mortgagee and its successors and permitted assigns. In the event of any assignment of the Mortgage or this Deed of Covenants by the Mortgagee in accordance with the applicable provisions of the Third Lien Indenture, any other Third Lien Note Documents and the Third Lien Intercreditor Agreement, as applicable, the term “Mortgagee” as used in this Deed of Covenants shall be deemed to mean any such successor or permitted assignee. Section 4.2 Wherever and whenever herein any right, power or authority is granted or given to the Mortgagee, such right, power or authority may be exercised in all cases by the Mortgagee or such agent or agents as it may appoint, and the act or acts of such agent or agents when taken shall constitute the act of the Mortgagee hereunder. Section 4.3 (a) In the event that any provision of this Deed of Covenants shall be deemed invalid or unenforceable by reason of any present or future Legal Requirements or any decision of any court of competent jurisdiction, the validity and enforceability of any other provision hereof shall not be affected thereby. Any such invalidity or unenforceability of any provision of this Deed of Covenants in any jurisdiction or nation shall not render such provision invalid or unenforceable under the Legal Requirements of any other jurisdiction or nation.

Sundry Provisions. Section 4.1 The maximum principal amount secured by this Mortgage at any time is Seven Hundred Fifty Million United States Dollars (US$750,000,000), and for purposes of recording this Mortgage, the total amount of this Mortgage is Seven Hundred Fifty Million United States Dollars (US$750,000,000). In addition to principal, this Mortgage also secures the other Secured Obligations, including interest, costs and expenses of collection and other sums which are deemed to be secured by the relevant laws of the Republic of Panama, as provided in this Mortgage, the Third Lien Indenture and any other Third Lien Note Documents. The maturity date of this Mortgage is December 31, 2030. Section 4.2 Subject and subordinate always to the prior rights of the First Mortgagee under the First Mortgage and to the prior rights of the Second Mortgagee under the Second Mortgage, all of the covenants, promises, stipulations and agreements of the Shipowner in this Deed of Covenants Mortgage contained shall bind the Shipowner and its successors and permitted assigns and shall be binding on and inure to the benefit of the Mortgagee and its successors and permitted assigns. In the event of any assignment of the this Mortgage or this Deed of Covenants by the Mortgagee in accordance with the applicable provisions of the Third Lien Indenture, any other Third Lien Note Documents and the Third Lien Intercreditor Agreement, as applicable, the term “Mortgagee” as used in this Deed of Covenants Mortgage shall be deemed to mean any such successor or permitted assignee. Section 4.2 4.3 Wherever and whenever herein any right, power or authority is granted or given to the Mortgagee, such right, power or authority may be exercised in all cases by the Mortgagee or such agent or agents as it may appoint, and the act or acts of such agent or agents when taken shall constitute the act of the Mortgagee hereunder. Section 4.3 4.4 (a) In the event that any provision of this Deed of Covenants Mortgage shall be deemed invalid or unenforceable by reason of any present or future Legal Requirements Requirement or any decision of any court of competent jurisdiction, the validity and enforceability of any other provision hereof shall not be affected thereby. Any such invalidity or unenforceability of any provision of this Deed of Covenants Mortgage in any jurisdiction or nation shall not render such provision invalid or unenforceable under the Legal Requirements of any other jurisdiction or nation.

Sundry Provisions. Section 4.1 Subject and subordinate always 1. This Mortgage shall not be assignable by Mortgagee, other than to the prior rights an Affiliate of the First Mortgagee under the First Mortgage and to the prior rights of the Second Mortgagee under the Second Mortgage, all Mortgagee. All of the covenants, promises, stipulations and agreements of the Shipowner in this Deed of Covenants Mortgage contained shall bind the Shipowner and its successors and permitted assigns and shall be binding on and inure to the benefit of the Mortgagee and its respective successors and permitted assigns. In the event of any assignment or transfer of the Mortgage or this Deed of Covenants by the Mortgagee in accordance with the applicable provisions of the Third Lien Indenture, any other Third Lien Note Documents and the Third Lien Intercreditor Agreement, as applicableMortgage, the term “Mortgagee” ”, as used in this Deed of Covenants Mortgage, shall be deemed to mean any such successor permitted assignee or permitted assignee.transferee.1 Section 4.2 2. Wherever and whenever herein any right, power or authority is granted or given to the Mortgagee, such right, power or authority may be exercised in all cases by the Mortgagee or such agent or agents as it may appoint, and the act or acts of such agent or agents when taken shall constitute the act of the Mortgagee hereunder. Section 4.3 3. Any notice or other communication to be given pursuant hereto shall be in the manner provided in Section 12 of the Note and addressed as provided therein. Section 4. Except as provided in Section 6 of this Article IV or with the prior consent of the Mortgagee and the Shipowner, none of the terms and conditions of this Mortgage may be changed, waived, modified or varied in any manner whatsoever. (a) After the Obligations have been paid in full, this Mortgage and the security interest created hereby shall automatically terminate, and the Mortgagee, at the request and expense of the Shipowner, will execute and deliver to the Shipowner a proper instrument or instruments acknowledging the satisfaction and termination of this Mortgage, and will duly release (without recourse and without any representation or warranty) the Collateral, together with any monies at the time held by the Mortgagee or any of its sub-agents hereunder. (b) In the event that any provision the Collateral is sold or otherwise disposed of this Deed in connection with a sale or other disposition permitted by the Note or is otherwise released with the consent of Covenants shall the Mortgagee and the proceeds of such sale or other disposition or from such release are applied in accordance with the provisions of the Mortgage to the extent required to be deemed invalid or unenforceable by reason of any present or future Legal Requirements or any decision of any court of competent jurisdictionso applied, the validity Mortgagee will duly release, without recourse and enforceability without any representation or warranty, the Collateral from this Mortgage. (c) At any time that the Shipowner desires that the Mortgagee release the Collateral as provided in Section 6(a) or (b) of any other provision hereof Article IV hereof, the Shipowner shall not be affected thereby. Any deliver to the Mortgagee a certificate signed by an authorized officer of the Shipowner stating that the release of the Collateral is permitted pursuant to such invalidity Section 6(a) or unenforceability of any provision of this Deed of Covenants in any jurisdiction or nation shall not render such provision invalid or unenforceable under the Legal Requirements of any other jurisdiction or nation(b).

Sundry Provisions. Section 4.1 Subject and subordinate always to the prior rights of the First Mortgagee under the First Mortgage and to the prior rights of the Second Mortgagee under the Second Mortgage, all of the covenants, promises, stipulations and agreements of the Shipowner in this Deed of Covenants contained shall bind the Shipowner and its successors and permitted assigns and shall be binding on and inure to the benefit of the Mortgagee and its successors and permitted assigns. In the event of any assignment of the Mortgage or this Deed of Covenants by the Mortgagee in accordance with the applicable provisions of the Third Second Lien Indenture, any other Third Second Lien Note Documents and the Third Second Lien Intercreditor Agreement, as applicable, the term “Mortgagee” as used in this Deed of Covenants shall be deemed to mean any such successor or permitted assignee. Section 4.2 Wherever and whenever herein any right, power or authority is granted or given to the Mortgagee, such right, power or authority may be exercised in all cases by the Mortgagee or such agent or agents as it may appoint, and the act or acts of such agent or agents when taken shall constitute the act of the Mortgagee hereunder. Section 4.3 (a) In the event that any provision of this Deed of Covenants shall be deemed invalid or unenforceable by reason of any present or future Legal Requirements or any decision of any court of competent jurisdiction, the validity and enforceability of any other provision hereof shall not be affected thereby. Any such invalidity or unenforceability of any provision of this Deed of Covenants in any jurisdiction or nation shall not render such provision invalid or unenforceable under the Legal Requirements of any other jurisdiction or nation. (b) In the event that this Deed of Covenants or any of the documents or instruments which may from time to time be delivered hereunder or any provision hereof shall be deemed invalidated by any present or future Legal Requirements of any nation or by decision of any court of competent jurisdiction, this shall not affect the validity and/or enforceability of all or any other parts of this Deed of Covenants, or such documents or instruments and, in any such case, the Shipowner covenants and agrees that, on demand, it will execute and deliver such other and further agreements and/or documents and/or instruments and do such things as the Mortgagee in its sole reasonable discretion may deem to be necessary to carry out the true intent of this Deed of Covenants. (c) Anything herein to the contrary notwithstanding, it is intended that nothing herein shall waive the preferred status of the Mortgage or this Deed of Covenants and that, if any provision of the Mortgage or this Deed of Covenants or portion thereof shall be construed to waive the preferred status of the Mortgage or this Deed of Covenants, then such provision to such extent shall be void and of no effect and shall cease to be a part of the Mortgage or this Deed of Covenants, without affecting the remaining provisions, which shall remain in full force and effect. Section 4.4 This Deed of Covenants shall be governed by, and construed in accordance with, the laws of the Commonwealth of The Bahamas. Section 4.5 EACH OF THE SHIPOWNER AND THE MORTGAGEE HEREBY EXPRESSLY AND IRREVOCABLY (a) SUBMIT TO THE NON-EXCLUSIVE JURISDICTION OF THE FEDERAL AND STATE COURTS SITTING IN THE BOROUGH OF MANHATTAN IN THE CITY OF NEW YORK IN ANY SUIT OR PROCEEDING ARISING OUT OF OR RELATING TO THIS MORTGAGE OR THE TRANSACTIONS CONTEMPLATED THEREBY; AND (b) WAIVES (i) ITS RIGHT TO A TRIAL BY JURY IN ANY LEGAL ACTION OR PROCEEDING RELATING TO THIS MORTGAGE, THE TRANSACTIONS CONTEMPLATED HEREBY, OR ANY COURSE OF CONDUCT, COURSE OF DEALING, STATEMENTS (WHETHER VERBAL OR WRITTEN) OR ACTIONS OF THE NOTEHOLDER COLLATERAL AGENT, THE NOTEHOLDERS OR ANY OTHER SECURED PARTY AND FOR ANY COUNTERCLAIM RELATED TO ANY OF THE FOREGOING AND (ii) ANY OBLIGATION WHICH IT MAY HAVE OR HEREAFTER MAY HAVE TO THE LAYING OF VENUE OF ANY SUCH LITIGATION BROUGHT IN ANY SUCH COURT REFERRED TO ABOVE AND ANY CLAIM THAT ANY SUCH LITIGATION HAS BEEN BROUGHT IN AN INCONVENIENT FORUM. Section 4.6 (a) Shipowner shall pay all out-of-pocket expenses incurred by the Mortgagee or any other Secured Parties (including the fees, charges and disbursements of any counsel for the Mortgagee), and shall pay all fees and time charges for attorneys who may be employees of the Mortgagee or any of the Secured Parties, in connection with the enforcement or protection of its rights in connection with the Second Lien Indenture, the Mortgage, this Deed of Covenants, and any other Second Lien Note Documents, including its rights under this Section 4.6, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of the Second Lien Indenture and any other Second Lien Note Documents.

Sundry Provisions. Section SECTION 4.1 Subject and subordinate always to the prior rights of the First Mortgagee under the First Mortgage and to the prior rights of the Second Mortgagee under the Second Mortgage, all All of the covenants, promises, stipulations and agreements of the Shipowner in this Deed of Covenants contained shall bind the Shipowner and its successors and permitted assigns and shall be binding on and inure to the benefit of the Mortgagee and its successors and permitted assigns. In the event of any assignment of the Mortgage or this Deed of Covenants by the Mortgagee in accordance with the applicable provisions of the Third Lien Indenture, any other Third Lien Note Documents and the Third Lien Intercreditor Agreement, as applicablePari Passu Collateral Document, the term “Mortgagee” as used in this Deed of Covenants shall be deemed to mean any such successor or permitted assignee. Section SECTION 4.2 Wherever and whenever herein any right, power or authority is granted or given to the Mortgagee, such right, power or authority may be exercised in all cases by the Mortgagee or such agent or agents as it may appoint, and the act or acts of such agent or agents when taken shall constitute the act of the Mortgagee hereunder. Section 4.3 (a) In the event that any provision of this Deed of Covenants shall be deemed invalid or unenforceable by reason of any present or future Legal Requirements law or any decision of any court of competent jurisdiction, the validity and enforceability of any other provision hereof shall not be affected thereby. Any such invalidity or unenforceability of any provision of this Deed of Covenants in any jurisdiction or nation shall not render such provision invalid or unenforceable under the Legal Requirements laws of any other jurisdiction or nation. (b) In the event that this Deed of Covenants or any of the documents or instruments which may from time to time be delivered hereunder or any provision hereof shall be deemed invalidated by present or future law of any nation or by decision of any court of competent jurisdiction, this shall not affect the validity and/or enforceability of all or any other parts of this Deed of Covenants, or such documents or instruments and, in any such case, the Shipowner covenants and agrees that, on demand, it will execute and deliver such other and further agreements and/or documents and/or instruments and do such things as the Mortgagee in its sole reasonable discretion may deem to be necessary to carry out the true intent of this Deed of Covenants. (c) Anything herein to the contrary notwithstanding, it is intended that nothing herein shall waive the preferred status of the Mortgage or this Deed of Covenants and that, if any provision of the Mortgage or this Deed of Covenants or portion thereof shall be construed to waive the preferred status of the Mortgage or this Deed of Covenants, then such provision to such extent shall be void and of no effect and shall cease to be a part of the Mortgage or this Deed of Covenants, without affecting the remaining provisions, which shall remain in full force and effect. SECTION 4.4 This Deed of Covenants shall be governed by, and construed in accordance with, the laws of The Commonwealth of the Bahamas. SECTION 4.5 THE SHIPOWNER AND THE MORTGAGEE HEREBY EXPRESSLY AND IRREVOCABLY (I) SUBMIT TO THE NON-EXCLUSIVE JURISDICTION OF THE FEDERAL AND STATE COURTS SITTING IN THE BOROUGH OF MANHATTAN IN THE CITY OF NEW YORK IN ANY SUIT OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED THEREBY; AND (II) WAIVES (A) ITS RIGHT TO A TRIAL BY JURY IN ANY LEGAL ACTION OR PROCEEDING RELATING TO THIS AGREEMENT, THE TRANSACTIONS CONTEMPLATED HEREBY, OR ANY COURSE OF CONDUCT, COURSE OF DEALING, STATEMENTS (WHETHER VERBAL OR WRITTEN) OR ACTIONS OF THE INITIAL PURCHASERS AND FOR ANY COUNTERCLAIM RELATED TO ANY OF THE FOREGOING AND (B) ANY OBLIGATION WHICH IT MAY HAVE OR HEREAFTER MAY HAVE TO THE LAYING OF VENUE OF ANY SUCH LITIGATION BROUGHT IN ANY SUCH COURT REFERRED TO ABOVE AND ANY CLAIM THAT ANY SUCH LITIGATION HAS BEEN BROUGHT IN AN INCONVENIENT FORUM. SECTION 4.6 The term “Dollars” or the symbol “$” as used herein shall mean Dollars in any coin or currency of the United States of America which at the time of payment shall be legal tender for public and private debts.

Sundry Provisions. Section 4.1 Subject and subordinate always to the prior rights of the First Mortgagee under the First Mortgage and to the prior rights of the Second Mortgagee under the Second Mortgage, all 1. All of the covenants, promises, stipulations and agreements of the Shipowner Collateral Vessel Owner contained in this Deed of Covenants contained Mortgage shall bind the Shipowner Collateral Vessel Owner and its successors and permitted assigns and shall be binding on and inure to the benefit of the Mortgagee and its respective successors and permitted assigns. In the event of any assignment or transfer of the this Mortgage or this Deed of Covenants by the Mortgagee in accordance with the applicable provisions of the Third Lien Indenture, any other Third Lien Note Documents and the Third Lien Intercreditor Agreement, as applicableMortgagee, the term “Mortgagee” ”, as used in this Deed of Covenants Mortgage, shall be deemed to mean any such successor assignee or permitted assigneetransferee. Section 4.2 2. Wherever and whenever herein any right, power or authority is granted or given to the Mortgagee, such right, power or authority may be exercised in all cases by the Mortgagee or such agent or agents as it may appoint, and the act or acts of such agent or agents when taken shall constitute the act of the Mortgagee hereunder. Section 4.3 (a) In 3. [Reserved]. Section 4. Any notice or other communication to be given pursuant hereto shall be in the event that manner provided in Section 8.2 of the Guaranty and Collateral Agreement and addressed as provided therein. Section 5. Except as provided in Section 6 of this Article IV, no amendment or waiver of or consent to any departure from any provision of this Deed of Covenants Mortgage shall be deemed invalid effective unless it is in writing and signed by the Security Trustee and the Collateral Vessel Owner. Any waiver or unenforceable consent shall be effective only in the specific instance and for the specific purpose for which given and to the extent specified in such writing. In addition, all such amendments and waivers shall be effective only if given with the necessary approvals under Section 11.11 of the Credit Agreement, including, without limitation, the approvals of the requisite percentage of Lenders under the Credit Agreement, if applicable. (a) Upon the occurrence of the Termination Date (as defined below), this Mortgage and the security interest created hereby shall automatically terminate, be released and discharged in full (provided that all contingent indemnification obligations set forth in Section 8.4 of the Guaranty and Collateral Agreement shall survive any such termination), and the Mortgagee, at the request and expense of the Collateral Vessel Owner, will execute and deliver to the Collateral Vessel Owner a proper instrument or instruments acknowledging the satisfaction and termination of this Mortgage, and will duly release (without recourse and without any representation or warranty) the Collateral Vessel, together with any monies at the time held by reason of any present or future Legal Requirements the Mortgagee or any decision of any court of competent jurisdictionits sub-agents hereunder. As used in this Mortgage, “Termination Date” shall mean the validity and enforceability of any other provision hereof date on which Security Termination (as defined in the Credit Agreement) shall not be affected thereby. Any such invalidity or unenforceability of any provision of this Deed of Covenants in any jurisdiction or nation shall not render such provision invalid or unenforceable under the Legal Requirements of any other jurisdiction or nationhave occurred.

Sundry Provisions. Section 4.1 Subject and subordinate always 43. Anything contained herein to the prior rights contrary notwithstanding, it is intended that nothing herein shall waive the preferred status of this Mortgage and that, if any provision in this Mortgage or portion thereof shall be construed to waive the preferred status of this Mortgage, then such provision to such extent shall be void and of no effect. 44. This Mortgage may be executed in any number of counterparts, and each of such counterparts shall for all purposes be deemed to be an original. 45. The titles of the First Mortgagee under the First Mortgage and to the prior rights of the Second Mortgagee under the Second Mortgage, all of the covenants, promises, stipulations and agreements of the Shipowner in this Deed of Covenants contained shall bind the Shipowner and its successors and permitted assigns Articles herein are for convenience only and shall not affect the construction hereof. 46. If any part of this Mortgage shall be binding on adjudged invalid, then such partial invalidity shall not cause the remainder of this Mortgage to be or to become invalid, and inure to if a provision hereof is held invalid in one or more of its applications, the benefit of parties hereto agree that said provision shall remain in effect in all valid applications that are severable from the Mortgagee and its successors and permitted assignsinvalid application or applications. 47. In the event of any assignment of the this Mortgage or this Deed of Covenants by the Mortgagee in accordance with the applicable provisions of the Third Lien Indenture, any other Third Lien Note Documents and the Third Lien Intercreditor Agreement, as applicable, the term “Mortgagee” as used in this Deed of Covenants provision hereof shall be deemed to mean any such successor invalidated in whole or permitted assignee. Section 4.2 Wherever and whenever herein any right, power or authority is granted or given to the Mortgagee, such right, power or authority may be exercised in all cases part by the Mortgagee or such agent or agents as it may appoint, and the act or acts of such agent or agents when taken shall constitute the act of the Mortgagee hereunder. Section 4.3 (a) In the event that any provision of this Deed of Covenants shall be deemed invalid or unenforceable by reason of any present or future Legal Requirements law of the United States of America or any decision of any court of competent jurisdiction, the validity Mortgagor will execute such other and enforceability further instruments and do such things as in the opinion of counsel for the Mortgagee will carry out true intent and spirit of this Mortgage. From time to time for the reasons aforesaid, or for any other provision hereof reason deemed sufficient by the Mortgagee, the Mortgagor will execute such assurances as in the opinion of such counsel may be required to perfect the interest of the Mortgagee in the Vessel as security for the indebtedness secured hereby and for the performance by the Mortgagor of all its covenants, promises and conditions herein contained. 48. All the covenants, conditions, representations, warranties, stipulations and agreements of the Mortgagor contained in this Mortgage shall not bind the Mortgagor, its successors and assigns, and shall inure to the benefit of the Mortgagee, its successors and assigns. 49. All notices, requests, and demands under this Mortgage shall be affected therebygiven in writing and shall be delivered, by personal delivery, overnight courier service (e.g., Federal Express) or by certified mail, return receipt requested, as follows: To the Mortgagor: Torch Offshore, L.L.C. 401 Whitney Avenue Xxxxx 000 Xxxxxx, Xxxxxxxxx 00000 Xx xxx Mortgagee: General Electric Capital Corporation 16479 Dallas Parkway, Suite 000 Xxxxxxx, Xxxxx 00000-0000 Xxxx: Xxnior Risk Manager with a copy to: Robert J. Stefani, Jr., Esq. Any such invalidity or unenforceability of any provision of this Deed of Covenants in any jurisdiction or nation shall not render such provision invalid or unenforceable under the Legal Requirements of any other jurisdiction or nation.Xxng, LeBlanc & LeBlanc, L.L.P. 201 St. Charles Avenue, Suixx 0000 Xxx Orleans, Louisiana 70170 Telefax: (504) 582-1233

Sundry Provisions. Section 4.1 Subject and subordinate always to the prior rights of the First Mortgagee under the First Mortgage and to the prior rights of the Second Mortgagee under the Second Mortgage, all 1. All of the covenants, promises, stipulations and agreements of the Shipowner Collateral Vessel Owner contained in this Deed of Covenants contained Mortgage shall bind the Shipowner Collateral Vessel Owner and its successors and permitted assigns and shall be binding on and inure to the benefit of the Mortgagee and its successors and permitted assigns. In the event of any assignment or transfer of the this Mortgage or this Deed of Covenants by the Mortgagee in accordance with the applicable provisions of the Third Lien Indenture, any other Third Lien Note Documents and the Third Lien Intercreditor Agreement, as applicableMortgagee, the term “Mortgagee” ”, as used in this Deed of Covenants Mortgage, shall be deemed to mean any such successor assignee or permitted assigneetransferee. Section 4.2 2. Wherever and whenever herein any right, power or authority is granted or given to the Mortgagee, such right, power or authority may be exercised in all cases by the Mortgagee or such agent or agents as it may appoint, and the act or acts of such agent or agents when taken shall constitute the act of the Mortgagee hereunder. Section 4.3 (a) In 3. [Reserved]. Section 4. Any notice or other communication to be given pursuant hereto shall be in the event that manner provided in Section 8.2 of the Guaranty and Collateral Agreement and addressed as provided therein. Section 5. Except as provided in Section 6 of this Article IV, no amendment or waiver of or consent to any departure from any provision of this Deed of Covenants Mortgage shall be deemed invalid effective unless it is in writing and signed by the Security Trustee and the Collateral Vessel Owner. Any waiver or unenforceable consent shall be effective only in the specific instance and for the specific purpose for which given and to the extent specified in such writing. In addition, all such amendments and waivers shall be effective only if given with the necessary approvals under Section 11.11 of the Credit Agreement, including, without limitation, the approvals of the requisite percentage of Lenders under the Credit Agreement, if applicable. (a) Upon the occurrence of the Termination Date (as defined below), this Mortgage and the security interest created hereby shall automatically terminate, be released and discharged in full (provided that all contingent indemnification obligations set forth in Section 8.4 of the Guaranty and Collateral Agreement shall survive any such termination), and the Mortgagee, at the request and expense of the Collateral Vessel Owner, will execute and deliver to the Collateral Vessel Owner a proper instrument or instruments acknowledging the satisfaction and termination of this Mortgage, and will duly release (without recourse and without any representation or warranty) the Collateral Vessels, together with any monies at the time held by reason of any present or future Legal Requirements the Mortgagee or any decision of any court of competent jurisdictionits sub-agents hereunder. As used in this Mortgage, “Termination Date” shall mean the validity and enforceability of any other provision hereof date on which Security Termination (as defined in the Credit Agreement) shall not be affected thereby. Any such invalidity or unenforceability of any provision of this Deed of Covenants in any jurisdiction or nation shall not render such provision invalid or unenforceable under the Legal Requirements of any other jurisdiction or nationhave occurred.