Common use of Notwithstanding Clause 9 Clause in Contracts

Notwithstanding Clause 9. 5 the Vendor shall use its influence as shareholder of the Company that between the date of this Agreement and Closing, the supervisory boards of the Target Companies exercise their rights such that: a) the relevant Target Companies carry on their business as a going concern in the ordinary and usual course and as carried out prior to the date of this Agreement, save in so far as agreed in writing by the Purchaser, such consent not to be unreasonably withheld or delayed; b) the Target Companies inform the Purchaser comprehensively and provide such documentation reasonably requested by the Purchaser to the extent allowed by law of any material discussions with: (i) any regulatory authority in relation to the Company’s business; (ii) members of any insurance syndicate; (iii) the German Association of the Persons Insured (Bund der Versicherten); (iv) any Tax Authority; and (v) any consumer protection organisation or law firm acting on behalf of a number of the Company’s policyholders, if the subject matter of such discussions could reasonably be expected to have a material effect on the Company’s business taken as a whole.