Mondelez 2013 Annual Report Download - page 183

and for the specific purpose for which given; provided , however , that no amendment, waiver or consent shall, unless in writing and signed by
all the Lenders (including Defaulting Lenders) affected thereby and Mondelē
z, do any of the following: (a) waive any of the conditions specified
in Sections 3.01, 3.02 or 3.03 (it being understood and agreed that any waiver or amendment of a representation, warranty, covenant, Default or
Event of Default shall not constitute a waiver of any condition specified in Section 3.01, 3.02 or 3.03 unless the amendment or waiver so
provides), (b) increase the Commitments of the Lenders or subject the Lenders to any additional obligations, (c) reduce the principal of, or the
amount or rate of interest on, the Pro Rata Advances or any fees or other amounts payable hereunder, (d) postpone any date fixed for any
payment of principal of, or interest on, the Pro Rata Advances or any fees or other amounts payable hereunder, (e) change the percentage of the
Commitments or of the aggregate unpaid principal amount of the Pro Rata Advances, or the number of Lenders, that shall be required for the
Lenders or any of them to take any action hereunder, (f) release Mondelē
z from any of its obligations under Article VIII, (g) change Section 2.16
in a manner that would alter the pro rata sharing of payments required thereby (other than to extend the Termination Date applicable to the
Advances and Commitments of consenting Lenders and to compensate such Lenders for consenting to such extension; provided that (i) no
amendment permitted by this parenthetical shall reduce the amount of or defer any payment of principal, interest or fees to non-extending
Lenders or otherwise adversely affect the rights of non-extending Lenders under this Agreement and (ii) the opportunity to agree to such
extension and receive such compensation shall be offered on equal terms to all the Lenders) or (h) amend this Section 9.01; provided further that
no waiver of the conditions specified in Section 3.04 in connection with any Competitive Bid Borrowing shall be effective unless consented to
by all Lenders making Competitive Bid Advances as part of such Competitive Bid Borrowing; and provided further that (x) no amendment,
waiver or consent shall, unless in writing and signed by the Administrative Agent in addition to the Lenders required above to take such action,
affect the rights or duties of the Administrative Agent under this Agreement and (y) this Agreement may be amended with the written consent of
the Administrative Agent, Mondelēz and the Augmenting Lenders pursuant to Section 2.18.
SECTION 9.02 Notices, Etc .
(a) Addresses . All notices and other communications provided for hereunder shall be in writing (including telecopier
communication) and mailed, telecopied, or delivered (or in the case of any Notice of Borrowing or Notice of Competitive Bid Borrowing,
emailed), as follows:
if to Mondelēz or any other Borrower:
c/o Mondelēz International, Inc.
Three Parkway North
Deerfield, Illinois 60015
Attention: Executive Vice President and
Chief Financial Officer
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