Common use of Actions Requiring Approval Clause in Contracts

Actions Requiring Approval. (a) Notwithstanding anything to the contrary contained in this Pledge Agreement or any of the documents executed pursuant hereto, the Lender will not take any action pursuant to this Pledge Agreement, or any such documents, which would constitute or result in a direct or indirect change of control of any Issuers (including any direct or indirect voting or act transferring control of any Pledged Shares) without first obtaining the approval (or an exemption from the requirement to obtain such approval) of the applicable regulatory authority for such Issuers, if such approval is required by such regulatory authority. (b) If a Default shall have occurred and be continuing, the Pledgor shall take any action which the Lender may request in the exercise of its rights and remedies under this Pledge Agreement in order to transfer or assign the Collateral to the Lender or to such one or more third parties as the Lender may designate, or to a combination of the foregoing. To enforce the provisions of this SECTION 25, the Lender is empowered to seek from any governmental authority, to the extent required, consent to or approval of any involuntary transfer of control of any entity whose Collateral is subject to this Pledge Agreement for the purpose of seeking a bona fide purchaser to whom control will ultimately be transferred. The Pledgor agrees to cooperate with any such purchaser and with the Lender in the preparation, execution and filing of any forms and providing any information that may be necessary or helpful in obtaining any applicable governmental authority's consent to the assignment to such purchaser of the Collateral. The Pledgor hereby agrees to consent to any such involuntary transfer of control upon the request of the Lender after and during the continuation of a Default and, without limiting any rights of the Lender under this Pledge Agreement, to authorize the Lender to nominate a trustee or receiver to assume control of the Collateral, subject only to required judicial or other consent required by governmental authorities, in order to effectuate the transactions contemplated in this SECTION 25. Such trustee or receiver shall have all the rights and powers as provided to it by law or court order, or to the Lender under this Pledge

Actions Requiring Approval. (a) Notwithstanding anything to the contrary contained in this Pledge Agreement or any If an Event of the documents executed pursuant hereto, the Lender will not take any action pursuant to this Pledge Agreement, or any such documents, which would constitute or result in a direct or indirect change of control of any Issuers (including any direct or indirect voting or act transferring control of any Pledged Shares) without first obtaining the approval (or an exemption from the requirement to obtain such approval) of the applicable regulatory authority for such Issuers, if such approval is required by such regulatory authority. (b) If a Default shall have occurred and be continuing, the Pledgor shall take any action which the Lender Administrative Agent may request in the exercise of its rights and remedies under this Pledge Agreement in order to transfer or assign the Collateral to the Lender Administrative Agent or to such one or more third parties as the Lender Administrative Agent may designate, or to a combination of the foregoing. The parties hereto acknowledge that, in connection with the exercise of remedies hereunder with respect to any portion of the Collateral consisting of the common stock of a Subsidiary that owns or controls a company subject to regulation as a utility, the receipt of consent or approval from certain Governmental Authorities (including, without limitation, the ACC) may be required. To enforce the provisions of this SECTION 25Section 26, the Lender Administrative Agent is empowered to seek from any governmental authorityGovernmental Authority (including, without limitation, the ACC), to the extent required, consent to or approval of any involuntary transfer of control of any entity whose Collateral is subject to this Pledge Agreement for the purpose of seeking a bona fide purchaser to whom control will ultimately be transferred. The Pledgor agrees to cooperate with any such purchaser and with the Lender Administrative Agent in the preparation, execution and filing of any forms and providing any information that may be necessary or helpful in obtaining any applicable governmental authority's Governmental Authority’s consent to the assignment to such purchaser of the Collateral. The Pledgor hereby agrees to consent to any such involuntary transfer of control upon the request of the Lender Administrative Agent after and during the continuation of a an Event of Default and, without limiting any rights of the Lender Administrative Agent under this Pledge Agreement, to authorize the Lender Administrative Agent to nominate a trustee or receiver to assume control of the Collateral, subject only to required judicial or other consent required by governmental authoritiesGovernmental Authorities, in order to effectuate the transactions contemplated in this SECTION 25Section 26. Such trustee or receiver shall have all the rights and powers as provided to it by law or court order, or to the Lender Administrative Agent under this PledgePledge Agreement. The Pledgor shall cooperate fully in obtaining the approval or consent of each Governmental Authority required to effectuate the foregoing. (b) If an Event of Default shall have occurred and be continuing, the Pledgor shall use its best efforts to assist in obtaining consent or approval of any Governmental Authority (including, without limitation, the ACC), if required, for any action or transactions contemplated by this Pledge Agreement, including, without limitation, the preparation, execution and filing of the transferor’s or assignor’s portion of any application or applications for consent to the transfer of control or assignment necessary or appropriate under applicable rules and regulations for approval of the transfer or assignment of any portion of the Collateral.

Actions Requiring Approval. (a) Notwithstanding anything to the contrary contained in this Pledge Agreement or any If an Event of the documents executed pursuant hereto, the Lender will not take any action pursuant to this Pledge Agreement, or any such documents, which would constitute or result in a direct or indirect change of control of any Issuers (including any direct or indirect voting or act transferring control of any Pledged Shares) without first obtaining the approval (or an exemption from the requirement to obtain such approval) of the applicable regulatory authority for such Issuers, if such approval is required by such regulatory authority. (b) If a Default shall have occurred and be continuing, the Pledgor shall take any action which the Lender Administrative Agent may request in the exercise of its rights and remedies under this Pledge Agreement in order to transfer or assign the Collateral to the Lender Administrative Agent or to such one or more third parties as the Lender Administrative Agent may designate, or to a combination of the foregoing. The parties hereto acknowledge that, in connection with the exercise of remedies hereunder with respect to any portion of the Collateral consisting of the common stock of a Subsidiary that owns or controls a company subject to regulation as a utility, the receipt of consent or approval from certain Governmental Authorities (including, without limitation, the ACC) may be required. To enforce the provisions of this SECTION 25Section 26, the Lender Administrative Agent is empowered to seek from any governmental authorityGovernmental Authority (including, without limitation, the ACC), to the extent required, consent to or approval of any involuntary transfer of control of any entity whose Collateral is subject to this Pledge Agreement for the purpose of seeking a bona fide purchaser to whom control will ultimately be transferred. The Pledgor agrees to cooperate with any such purchaser and with the Lender Administrative Agent in the preparation, execution and filing of any forms and providing any information that may be necessary or helpful in obtaining any applicable governmental authority's Governmental Authority’s consent to the assignment to such purchaser of the Collateral. The Pledgor hereby agrees to consent to any such involuntary transfer of control upon the request of the Lender Administrative Agent after and during the continuation of a an Event of Default and, without limiting any rights of the Lender Administrative Agent under this Pledge Agreement, to authorize the Lender Administrative Agent to nominate a trustee or receiver to assume control of the Collateral, subject only to required judicial or other consent required by governmental authoritiesGovernmental Authorities, in order to effectuate the transactions contemplated in this SECTION 25Section 26. Such trustee or receiver shall have all the rights and powers as provided to it by law or court order, or to the Lender Administrative Agent under this Pledgethis

Actions Requiring Approval. (a) Notwithstanding anything to the contrary contained in this Pledge Agreement or any of the documents executed pursuant hereto, the Lender Pledgee will not take any action pursuant to this Pledge Agreement, or any such documents, which would constitute or result in a direct or indirect change any transfer of control of any Issuers FCIG (including any direct or indirect voting or act transferring control of any the Pledged SharesStock) without first obtaining the approval (or an exemption from the requirement to obtain such approval) of the applicable regulatory authority for such Issuers, if such approval is required by such regulatory authorityCalifornia Department of Insurance pursuant to Section 1215.2 of the California Insurance Code. (b) If a Specified Event of Default shall have occurred and be continuing, the Pledgor shall take any action which the Lender Pledgee may request in the exercise of its rights and remedies under this Pledge Agreement in order to transfer or assign the Collateral to the Lender Pledgee or to such one or more third parties as the Lender Pledgee may designate, or to a combination of the foregoing. To enforce the provisions of this SECTION 25Section 23, the Lender Pledgee is empowered to seek from any governmental authority, to the extent required, consent to or approval of any involuntary transfer of control of any entity whose Collateral is subject to this Pledge Agreement for the purpose of seeking a bona fide purchaser to whom control will ultimately be transferred. The Pledgor agrees to cooperate with any such purchaser and with the Lender Pledgee in the preparation, execution and filing of any forms and providing any information that may be necessary or helpful in obtaining any applicable governmental authority's consent to the assignment to such purchaser of the Collateral. The Pledgor hereby agrees to consent to any such involuntary transfer of control upon the request of the Lender Pledgee after and during the continuation of a Specified Event of Default and, without limiting any rights of the Lender Pledgee under this Pledge Agreement, to authorize the Lender Pledgee to nominate a trustee or receiver to assume control of the Collateral, subject only to required judicial or other consent required by governmental authorities, in order to effectuate the transactions contemplated in this SECTION 25Section 23. Such trustee or receiver shall have all the rights and powers as provided to it by law or court order, or to the Lender Pledgee under this PledgeAgreement. The Pledgor shall cooperate fully in obtaining the approval or consent of each governmental authority required to effectuate the foregoing.

Actions Requiring Approval. (a) Notwithstanding anything to the contrary contained in this Pledge Agreement or any If an Event of the documents executed pursuant hereto, the Lender will not take any action pursuant to this Pledge Agreement, or any such documents, which would constitute or result in a direct or indirect change of control of any Issuers (including any direct or indirect voting or act transferring control of any Pledged Shares) without first obtaining the approval (or an exemption from the requirement to obtain such approval) of the applicable regulatory authority for such Issuers, if such approval is required by such regulatory authority. (b) If a Default shall have occurred and be continuing, the Pledgor shall take any action which the Lender Administrative Agent may request in the exercise of its rights and remedies under this Pledge Agreement in order to transfer or assign the Collateral to the Lender Administrative Agent or to such one or more third parties as the Lender Administrative Agent may designate, or to a combination of the foregoing. The parties hereto acknowledge that, in connection with the exercise of remedies hereunder with respect to any portion of the Collateral consisting of the common stock of a Subsidiary that owns or controls a company subject to regulation as a utility, the receipt of consent or approval from certain Governmental Authorities (including, without limitation, the ACC) may be required. To enforce the provisions of this SECTION 25Section 26, the Lender Administrative Agent is empowered to seek from any governmental authorityGovernmental Authority (including, without limitation, the ACC), to the extent required, consent to or approval of any involuntary transfer of control of any entity whose Collateral is subject to this Pledge Agreement for the purpose of seeking a bona fide purchaser to whom control will ultimately be transferred. The Pledgor agrees to cooperate with any such purchaser and with the Lender Administrative Agent in the preparation, execution and filing of any forms and providing any information that may be necessary or helpful in obtaining any applicable governmental authorityGovernmental Authority's consent to the assignment to such purchaser of the Collateral. The Pledgor hereby agrees to consent to any such involuntary transfer of control upon the request of the Lender Administrative Agent after and during the continuation of a an Event of Default and, without limiting any rights of the Lender Administrative Agent under this Pledge Agreement, to authorize the Lender Administrative Agent to nominate a trustee or receiver to assume control of the Collateral, subject only to required judicial or other consent required by governmental authoritiesGovernmental Authorities, in order to effectuate the transactions contemplated in this SECTION 25Section 26. Such trustee or receiver shall have all the rights and powers as provided to it by law or court order, or to the Lender Administrative Agent under this PledgePledge Agreement. The Pledgor shall cooperate fully in obtaining the approval or consent of each Governmental Authority required to effectuate the foregoing. (b) If an Event of Default shall have occurred and be continuing, the Pledgor shall use its best efforts to assist in obtaining consent or approval of any Governmental Authority (including, without limitation, the ACC), if required, for any action or transactions contemplated by this Pledge Agreement, including, without limitation, the preparation, execution and filing of the transferor's or assignor's portion of any application or applications for consent to the transfer of control or assignment necessary or appropriate under applicable rules and regulations for approval of the transfer or assignment of any portion of the Collateral.

Actions Requiring Approval. (a) Notwithstanding anything to the contrary contained in this Pledge Agreement or any If an Event of the documents executed pursuant hereto, the Lender will not take any action pursuant to this Pledge Agreement, or any such documents, which would constitute or result in a direct or indirect change of control of any Issuers (including any direct or indirect voting or act transferring control of any Pledged Shares) without first obtaining the approval (or an exemption from the requirement to obtain such approval) of the applicable regulatory authority for such Issuers, if such approval is required by such regulatory authority. (b) If a Default shall have occurred and be continuing, the Pledgor shall take any action which the Lender Administrative Agent may request in the exercise of its rights and remedies under this Pledge Agreement in order to transfer or assign the Collateral to the Lender Administrative Agent or to such one or more third parties as the Lender Administrative Agent may designate, or to a combination of the foregoing. The parties hereto acknowledge that, in connection with the exercise of remedies hereunder with respect to any portion of the Collateral consisting of the common stock of a Subsidiary that owns or controls a company subject to regulation as a utility, the receipt of consent or approval from certain Governmental Authorities (including, without limitation, the ACC) may be required. To enforce the provisions of this SECTION 25Section 26, the Lender Administrative Agent is empowered to seek from any governmental authorityGovernmental Authority (including, without limitation, the ACC), to the extent required, consent to or approval of any involuntary transfer of control of any entity whose Collateral is subject to this Pledge Agreement for the purpose of seeking a bona fide purchaser to whom control will ultimately be transferred. The Pledgor agrees to cooperate with any such purchaser and with the Lender Administrative Agent in the preparation, execution and filing of any forms and providing any information that may be necessary or helpful in obtaining any applicable governmental authority's Governmental Authority’s consent to the assignment to such purchaser of the Collateral. The Pledgor hereby agrees to consent to any such involuntary transfer of control upon the request of the Lender Administrative Agent after and during the continuation of a an Event of Default and, without limiting any rights of the Lender Administrative Agent under this Pledge Agreement, to authorize the Lender Administrative Agent to nominate a trustee or receiver to assume control of the Collateral, subject only to required judicial or other consent required by governmental authoritiesGovernmental Authorities, in order to effectuate the transactions contemplated in this SECTION 25Section 26. Such trustee or receiver shall have all the rights and powers as provided to it by law or court order, or to the Lender Administrative Agent under this PledgePledge Agreement. The Pledgor shall cooperate fully in obtaining the approval or consent of each Governmental Authority required to effectuate the foregoing.