Nn Inc Credit Agreement

(d) Each seller and purchaser recognizes that the agreements in this section 8.2 are an integral part of the transactions in this agreement and that, without these agreements, the parties would not enter into that agreement. Any amount payable under Section 8.2 (b) is paid by the purchaser by wire transfer on the same day before or on the day that payment is required in accordance with Section 8.2 (b). If the buyer does not pay the buyer`s termination fee, if the buyer`s termination fee is due and payable in accordance with this section 8.2, and to obtain such a payment, the Seller introduces an action that gives rise to a judgment against the buyer who pays the buyer`s termination fee, the buyer must pay, along with the buyer`s termination fee. , on accounts designated by the seller. , all appropriate and documented guarantees (c) there are no outstanding guarantees, Commitments, options, rights (including purchase rights, stock appreciation rights, subscription rights, prior decision rights), appeals, subscriptions, commissions, convertible or replaceable securities or other obligations, interest, agreements or agreements (other than this agreement) relating to equity , to the shares or voting rights of an acquired company, or to sell, buy, return, exchange or otherwise transfer one of the shares or other shares acquired, the shares of equity or voting rights in an acquired company are pending. There are no agents, voting rights, profit-sharing elements, stock valuation rights, phantom private equity options or other contracts or agreements to which the seller or one of his or her related companies is a party or who is otherwise required to have acquired shares. Apart from the seller, no person has the right to acquire the shares or voting rights acquired with respect to those shares and with the number of shares acquired, and the seller has no interest in any of the acquired companies. There are no outstanding contractual obligations of any of the acquired companies to otherwise repurchase, repurchase or acquire shares of that acquired company, or to make an investment in exceptional or equivalent funds to another person. (c) with respect to all late transfers that are not transferred or transferred to the purchaser or to any of the acquired companies, on the one hand, or the seller or any of the subsidiaries retained by the seller, if necessary in restructuring or by any other means in accordance with Section 5.1 (a) after closing, until the necessary consent is obtained and they are transferred to the purchaser or one of the acquired companies; and, on the one hand, or the seller or one of the subsidiaries retained by the seller, as is the case, the parties cooperate, at the written request of the buyer or seller, as is the case, in order to obtain, for the buyer or seller, as is the case, at no cost to the buyer, seller or their respective affiliates, as is the case , an agreement on the granting of benefits substantially comparable to the party concerned. The buyer or seller undertakes to compensate the supplying party and its related companies with respect to all the commitments of the supplying party regarding such a contract, its sustainability and the rights of leasing, licensing, contract, contract or underlying rights. (xii) unless it refers exclusively to a consolidated statement, make or modify an essential tax choice, amend each annual tax accounting period, take charge or modify any method of tax accounting, enter into an essential final agreement, settle essential tax claims, review or placement, take all positive steps to waive a substantial tax collection right , to take on an essential tax obligation that is not the case in the normal framework of operations.

is prescribed for taxes or a period within which a tax tax or revaluation may be issued, or to forego or extend the filing of a return (or change) unless such a tax return has been established in a manner consistent with current practice; Section 4.6 Intention to Invest; Respect the law.