Extract to table

Defined Terms For the purposes of this opinion, the following capitalized terms shall have the meanings set forth below

Where a defined term is used herein without further definition, it shall have the meaning ascribed to it in the Credit Agreement

We have reviewed the relevant provisions of the Share Pledge Agreement and confirm that they contain an agreement on private sale in compliance with § 1245 BGB, which entitles the Security Trustee to sell the pledged shares by private treaty upon the occurrence of an event of default, subject to the requirement that the private sale must be conducted in a commercially reasonable manner

proceedings relating to rights in rem in immovable property, which must be brought before the courts of the Member State in which the property is situated)