iesy Repository GmbH - Irish Stock Exchange

• no more than one Stop Notice may be served with respect to the same particular event or circumstance (whether in
relation to the same Payment Blockage Event or not and regardless of the number of facilities constituting the
relevant Designated Senior Indebtedness);
• a Stop Notice may not be issued less than 365 days after the service of a prior Stop Notice (or prior to all interest
current on the Notes at the time the previous Stop Notice expired having been paid in full); provided that in no
event may the total number of days for which a Stop Notice is in effect exceed 179 days in the aggregate during
any consecutive 365-day period; and
• no Payment Blockage Event that existed at the date a Stop Notice was given may be the basis of a subsequent Stop
Notice, unless such Payment Blockage Event has been cured or complied with for at least 180 consecutive days
since the date of issue of the prior Stop Notice (it being acknowledged that any subsequent action or breach of any
financial covenant for a period ending after the date of delivery of such initial Stop Notice that gives rise to a
Payment Blockage Event under any provision under which a Payment Blockage Event previously existed or was
continuing shall constitute a new Payment Blockage Event for this purpose);
provided, however, that notwithstanding that the foregoing shall apply collectively to all Designated Senior Indebtedness,
each separate facility or other Indebtedness constituting Designated Senior Indebtedness may deliver a Stop Notice with
respect to such facility or Indebtedness.
Limitation on Enforcement. Notwithstanding that an Event of Default would enable the Trustee and the Holders to
accelerate the maturity of the Notes, the Subsidiary Guarantees will provide that, prior to any applicable Senior Discharge
Date, to the extent provided in the terms of any Designated Senior Indebtedness, the Intercreditor Agreement (if applicable to
such Designated Senior Indebtedness) or the relevant Additional Intercreditor Agreement, the obligations under the
Subsidiary Guarantees are not due (and no demand may be made on the Subsidiary Guarantors) until one or more of the
following has occurred:
(1) payment of such Designated Senior Indebtedness has been accelerated, or liabilities under such Designated Senior
Indebtedness have been declared prematurely due and payable or payable on demand (and demand has been made), in
each case, under such Designated Senior Indebtedness, such Designated Senior Indebtedness is not paid at scheduled
maturity or the lenders under such Designated Senior Indebtedness have taken any enforcement action under the finance
documents related to such Designated Senior Indebtedness;
(2) an Insolvency Event (as defined in the Intercreditor Agreement or any relevant Additional Intercreditor Agreement)
for so long as it is continuing; or
(3) each of the following has occurred:
(A) an Event of Default under the Indenture or the Notes has occurred;
(B) the Trustee has notified the Issuer and the Representatives under the applicable Designated Senior
Indebtedness in writing of such Event of Default;
(C) a period of not less than 179 days has elapsed from the date of receipt by such Representatives of that notice
(a “Standstill Period”); and
(D) such Event of Default is outstanding at the end of such 179-day period.
Additional information regarding the limitations on enforcement actions contained in the Intercreditor Agreement is set
forth under “Description of Other Indebtedness—Intercreditor Agreement.”
Subordination under German Insolvency Law. In the event of the opening of insolvency proceedings
(Insolvenzverfahren) under German law over the assets of the Issuer or any of its Subsidiaries, the insolvency court will
generally appoint an insolvency administrator (Insolvenzverwalter). However, any person that has a right for segregation
(Aussonderung) does not participate in the insolvency proceedings; the claim for segregation (such as the claim for repossession
by the legal and beneficial owner of an asset who has leased such asset to the insolvent debtor) has to be enforced
in the course of ordinary court proceedings.
The Security Documents grant a right to separate satisfaction (Absonderungsrecht) to the secured parties under such
documents with respect to the Security Interest. Creditors with a right to separate satisfaction are creditors who participate in
the insolvency proceedings, but at the same time are secured by collateral that constitutes part of the estate. The right to
separate satisfaction allows such secured creditors to claim the proceeds generated on the realization of the collateral up to
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