TO THE ADMINISTRATIVE
AGENT FOR THE ACCOUNT OF THE BENEFICIARIES.
5.5
UPON THE OCCURRENCE OF AN EVENT OF DEFAULT RESULTING IN THE
OBLIGATIONS BECOMING DUE AND PAYABLE, THE BENEFICIARY SHALL BE ENTITLED TO
EXERCISE WITH RESPECT TO THE FINANCIAL INSTRUMENTS ACCOUNT AND THE DIVIDENDS
ACCOUNT ALL RIGHTS, ACTIONS AND PRIVILEGES GRANTED BY LAW TO A SECURED CREDITOR
IN ORDER TO RECOVER THE OBLIGATIONS, INCLUDING, AT ITS DISCRETION, BY REQUESTING
THE SALE OF THE SHARES PURSUANT TO ARTICLE 2346 OF THE CIVIL CODE AND ARTICLE
L.521-3 OF THE FRENCH CODE DE COMMERCE, JUDICIAL ATTRIBUTION OF THE SHARES IN
ACCORDANCE WITH ARTICLE 2347 OF THE CIVIL CODE, OR ATTRIBUTION OF THE SHARES AND
ANY OTHER SECURITIES OR FINANCIAL INSTRUMENTS INCORPORATED INTO THE BASIS OF THE
PLEDGE PURSUANT TO THIS AGREEMENT, AND ANY AMOUNT CREDITED ON THE DIVIDENDS
ACCOUNT IN ACCORDANCE WITH ARTICLE 2348 OF THE CIVIL CODE, AS WELL AS ANY RELIEF
PERMITTED UNDER ARTICLES L. 431-4 AND D. 431-1 ET SEQ. OF THE MONETARY AND
FINANCE CODE.
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5.6
THE PARTIES ACKNOWLEDGE AND AGREE THAT THE PRESENT AGREEMENT SHALL
BE ENTERED INTO WITHOUT PREJUDICE TO ANY OTHER RIGHTS AND ACTIONS OF THE
BENEFICIARIES AND THAT IT SHALL NOT AFFECT THE NATURE AND THE SCOPE OF ANY
OBLIGATIONS AND/OR ANY SECURITY WHICH HAVE BEEN OR WILL BE GRANTED OR MADE BY
THE PLEDGOR.
5.7
THE PLEDGOR UNDERTAKES NOT TO PREVENT THE PERFORMANCE AND
ENFORCEMENT OF THE PLEDGE OVER THE FINANCIAL INSTRUMENTS ACCOUNT AND THE
EXERCISE BY THE ADMINISTRATIVE AGENT ACTING IN THE NAME AND ON BEHALF OF THE
BENEFICIARIES OF THEIR RIGHTS UNDER THE AGREEMENT IN ACCORDANCE WITH THE LAW.
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TERM - RELEASE
6.1
THIS AGREEMENT SHALL REMAIN IN FORCE UNTIL THE COMPLETE AND FINAL
PAYMENT OR THE REIMBURSEMENT OF ANY AMOUNT DUE IN RESPECT OF THE OBLIGATIONS.
THE REPRESENTATIONS, WARRANTIES AND COVENANTS CONTAINED HEREIN SHALL BIND THE
PLEDGOR DURING THE SAME PERIOD.
6.2
THE AGENT ACTING IN THE NAME AND ON BEHALF OF THE BENEFICIARIES
AGREES CONSEQUENTLY TO RELEASE THE PLEDGE CREATED HEREUNDER, AT THE EXPENSE OF
THE PLEDGOR, AT SUCH TIME THAT IT IS SATISFIED THAT (I) NO AMOUNT REMAINS DUE IN
RESPECT OF THE OBLIGATIONS AND (II) NONE OF THE FACILITIES GRANTED UNDER THE
LOAN DOCUMENTS REMAIN AVAILABLE.
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NOTICES
Any notices, requests or communication made under this Agreement or relating to
this Agreement shall be made in accordance with section 11 of the Credit
Agreement.
8
MISCELLANEOUS
8.1
THIS AGREEMENT DOES NOT AFFECT AND SHALL NOT AFFECT IN ANY MANNER
WHATSOEVER, THE NATURE AND THE SCOPE OF ANY UNDERTAKING OR ANY SECURITY OR
GUARANTEE RELATING TO THE OBLIGATIONS THAT MAY HAVE BEEN GIVEN OR GRANTED BY THE
PLEDGOR OR BY ANY THIRD PARTY, AND IS IN ADDITION TO THEM.
8.2
THE RIGHTS AND REMEDIES OF THE BENEFICIARIES PURSUANT TO THIS
AGREEMENT AND TO ANY OTHER DOCUMENT RELATING TO THE AGREEMENT AND ITS
PERFORMANCE MAY BE EXERCISED AS OFTEN AS NECESSARY AND ARE CUMULATIVE AND NOT
EXCLUSIVE OF ANY OTHER RIGHTS OR REMEDIES PROVIDED BY LAW OR