Common use of Override Clause in Contracts

Override. Notwithstanding any other term of this Agreement or any other Interim Finance Document: (a) none of the steps or events set out in, or reorganisations specified in or expressly contemplated by, the Transaction Documents (or, in each case, the actions or intermediate steps necessary to implement any of those steps, actions or events) shall entitle any Interim Finance Party to take any action referred to in Clause 3.2 (Certain Funds Period); and (b) none of the steps, actions, undertakings, circumstances or transactions which are permitted or otherwise not prohibited under the Existing Credit Agreement shall constitute, or result in, a breach of any representation, warranty, covenant, undertaking or other term of the Interim Finance Documents, a Major Event of Default, actual or potential default or event of default, and each such event shall be expressly permitted under the terms of the Interim Finance Documents; and (c) to the extent not covered by the foregoing clause (i), no Permitted Transaction shall constitute, or result in, a breach of any representation, warranty, covenant, undertaking or other term of the Interim Finance Documents, a Major Event of Default, actual or potential default or event of default, and each such Permitted Transaction shall be expressly permitted under the terms of the Interim Finance Documents.

Override. Notwithstanding any other term of this Agreement or any other Interim Finance Document:: (a ) (ai) none of the steps or events set out in, or reorganisations specified in or expressly contemplated by, the Tax Structure Memorandum (other than any “exit” steps described therein) or the Transaction Documents (or, in each case, the actions or intermediate steps necessary to implement any of those steps, actions or events) shall entitle any Interim Finance Party to take any action referred to in Clause 3.2 (Certain Funds Period); and; (bii) none no indebtedness of the stepsTarget Group existing on the Interim Closing Date; (iii) no Permitted Transaction; or (iv) no Withdrawal Event, actionsin any case, undertakings, circumstances shall (or transactions which are permitted or otherwise not prohibited under the Existing Credit Agreement shall be deemed to) constitute, or result (whether directly or indirectly) in, a breach of any representation, warranty, covenant, undertaking or other term of the Interim Finance Documents, Documents or a Default or a Major Event of Default, actual or potential default or event of defaultpotential, and each such event shall be expressly permitted under the terms of the Interim Finance Documents, including the use of the proceeds of any Interim Utilisation for any purpose set out in the Tax Structure Memorandum or the Funds Flow Statement; and (c) to the extent not covered by the foregoing clause (i), no Permitted Transaction shall constitute, or result in, a breach of any representation, warranty, covenant, undertaking or other term of the Interim Finance Documents, a Major Event of Default, actual or potential default or event of default, and each such Permitted Transaction shall be expressly permitted under the terms of the Interim Finance Documents.