Article 8 Opt-In. The Pledgor shall not take any action to cause any membership interest, partnership interest, or other equity interest of any limited liability company or limited partnership owned or controlled by the Pledgor comprising Collateral to be or become a “security” within the meaning of, or to be governed by, Article 8 of the UCC as in effect under the laws of the applicable jurisdiction and shall not cause or permit any such limited liability company or limited partnership to “opt in” or to take any other action seeking to establish any membership interest, partnership interest or other equity interest of such limited liability company or limited partnership comprising the Collateral as a “security” or to become certificated, in each case, without delivering all certificates (if any) evidencing such interest to the Collateral Agent in accordance with and as required by Section 3 or, in the case of any uncertificated security, without taking such steps, to the extent requested by the Collateral Agent (following notice to the Collateral Agent of any such change, which shall be promptly provided by the Pledgor), to provide the Collateral Agent with control (as defined in Article 8-106 of the UCC) of any such security.
Article 8 Opt-In. (a) No Grantor shall take any action to cause any membership interest, partnership interest, or other equity interest of any limited liability company or limited partnership owned or controlled by any Grantor comprising Collateral to be or become a “security” within the meaning of, or to be governed by, Article 8 of the UCC as in effect under the laws of any state having jurisdiction and shall not cause or permit any such limited liability company or limited partnership to “opt in” or to take any other action seeking to establish any membership interest, partnership interest or other equity interest of such limited liability company or limited partnership comprising the Collateral as a “security” or to become certificated, in each case, without certificating such interest and delivering all certificates evidencing such interest to the Collateral Agent in accordance with and as required by the provisions of Section 2.02.
Article 8 Opt-In. The Partnership hereby irrevocably elects that all Series A Preferred Units shall be “securities” governed by Article 8 of the Uniform Commercial Code as in effect in the State of Utah and each other applicable jurisdiction. The ownership of Series A Preferred Units shall be evidenced by certificates. Each certificate evidencing Series A Preferred Units shall bear the following legend: “This certificate evidences an interest in Extra Space Storage LP and shall be a security governed by Article 8 of the Uniform Commercial Code as in effect in the State of Utah and, to the extent permitted by applicable law, each other applicable jurisdiction.” This provision shall not be amended, and any purported amendment to this provision shall not take effect, until all outstanding certificates evidencing Series A Preferred Units have been surrendered for cancellation.
Article 8 Opt-In. The Company hereby irrevocably elects that each Participation Certificate shall constitute and shall remain a “security” for purposes of Article 8 of the Uniform Commercial Code.
Article 8 Opt-In. The LLC Certificate of the issuer of the Capital Stock securing the Purchased Asset constitutes a “security” within the meaning of Article 8 of the UCC, and no amendment of the issuer’s operating agreement that amends the opt-in may be effected without the consent of the holder of the Mezzanine Loan. EXHIBIT IV FORM OF BAILEE AGREEMENT [SELLER’S NAME AND ADDRESS] [ ] Re: Bailee Agreement (this “Bailee Agreement”) in connection with the sale of [ ] by KREF LENDING IV LLC (“Seller”) to Xxxxxx Xxxxxxx Bank, N.A., as buyer (together with its permitted successors and assigns, “Buyer”) Ladies and Gentlemen: In consideration of the mutual premises set forth herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Seller, Buyer and [ ] (“Bailee”) hereby agree as follows:
Article 8 Opt-In. The Company hereby irrevocably elects that all interests in the Company shall be securities governed by Article 8 of the Uniform Commercial Code as in effect in the State of Delaware and each other applicable jurisdiction. Any certificate evidencing membership interests in the Company shall bear the following legend: “This certificate evidences an interest in Intelsat License Holdings LLC and shall be a security governed by Article 8 of the Uniform Commercial Code as in effect in the State of Delaware and, to the extent permitted by applicable law, each other applicable jurisdiction.” This provision shall not be amended, and any purported amendment to this provision shall not take effect, until all outstanding certificates have been surrendered for cancellation.
Article 8 Opt-In. The Company hereby elects that all Units in the Company shall be securities governed by Article 8 of the Uniform Commercial Code as in effect in the state of its jurisdiction of formation and, to the extent permitted by applicable law, each other applicable jurisdiction.
Article 8 Opt-In. Each Unit issued by the Company shall constitute “securities” within the meaning of, and governed by, (i) Article 8 of the Uniform Commercial Code (including Section 8-102(a)(15) thereof) as in effect from time to time in the State of Delaware and in the State of New York and (ii) Article 8 of the Uniform Commercial Code of any other applicable jurisdiction that now or hereafter substantially includes the 1994 revisions to Article 8 thereof as adopted by the American Law Institute and the National Conference of Commissioners on Uniform State Laws and approved by the American Bar Association on February 14, 1995. As noted in Section 4.5 below, such membership interests shall be certificated and in registered form within the meaning of Article 8 of the Uniform Commercial Code and substantially in the form attached hereto as Exhibit B.
Article 8 Opt-In. Each limited liability company interest of the Company shall constitute a “security” within the meaning of Article 8 of the Uniform Commercial Code (including Section 8-102(a)(15) thereof) as in effect from time to time in the State of Delaware.
Article 8 Opt-In. The Partnership hereby irrevocably elects that all Partnership Interests in the Partnership shall be “securities” governed by Article 8 of the Uniform Commercial Code as in effect in the State of California and each other applicable jurisdiction. Each certificate evidencing Partnership Interests in the Partnership shall bear the following legend: “This certificate evidences an interest in BioMed Realty, L.P. and shall be a security governed by Article 8 of the Uniform Commercial Code as in effect in the State of California and, to the extent permitted by applicable law, each other applicable jurisdiction.” This provision shall not be amended, and any purported amendment to this provision shall not take effect, until all outstanding certificates have been surrendered for cancellation.
