Common use of Certain Agreements of Pledgors As Issuers and Holders of Equity Interests Clause in Contracts

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Organization Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Collateral Administrative Agent or its nominee and to the substitution of the Collateral Administrative Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (ai) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (bii) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, partner in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities Interests in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities Interests to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder partner or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, partner or a limited partner, shareholder partner or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, partner in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities Interests in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities Interests to the Collateral Administrative Agent or its nominee and to the substitution of the Collateral Administrative Agent or its nominee as a substituted partner, shareholder partner or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, partner or a limited partner, shareholder partner or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (ai) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (bii) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, partner in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities Interests in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities Interests to the Collateral Administrative Agent or its nominee and to the substitution of the Collateral Administrative Agent or its nominee as a substituted partner, shareholder partner or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, partner or a limited partner, shareholder partner or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities CollateralPledged Equity, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral Pledged Equity issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document organizational document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities Equity in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities Equity to the Collateral Administrative Agent or its nominee and to the substitution of the Collateral Administrative Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (ai) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (bii) In the case of each Pledgor which is a partner, shareholder partner or member, as the case may be, member in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document Operative Agreement to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities Interests in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities Interests to the Collateral Administrative Agent or its nominee and to the substitution of the Collateral Administrative Agent or its nominee as a substituted partner, shareholder partner or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, partner or a limited partner, shareholder partner or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Organization Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (ai) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (bii) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, partner in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document Operative Agreement to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities Interests in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities Interests to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder partner or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, partner or a limited partner, shareholder partner or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (ai) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (bii) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, partner in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document Organization Documents to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities Interests in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities Interests to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder partner or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, partner or a limited partner, shareholder partner or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities CollateralPledged Securities, such Pledgor agrees to be bound by the terms of this Agreement relating to the Pledged Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Constitutive Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document (i) to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Collateral Agent or its nominee and (ii) to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may bebe solely in connection with any exercise of remedies hereunder.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Organization Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Collateral Administrative Agent or its nominee and to the substitution of the Collateral Administrative Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be, solely in connection with any exercise of remedies hereunder.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document organizational document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Collateral Administrative Agent or its nominee and to the substitution of the Collateral Administrative Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (ai) In the case of each Pledgor which that is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (bii) In the case of each Pledgor which that is a partner, shareholder member or member, as the case may be, holder of any Equity Interests in a partnership, limited liability company or other entityentity that is not Excluded Collateral, such Pledgor hereby consents to the extent required by the applicable Organizational Document Documents of such Pledgor to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities Interests in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities Interests to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder member or member holder of Equity Interests in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, a limited partner, shareholder member or memberholder of Equity Interests, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Investment Property Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Investment Property Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the any Collateral Agent or its nominee and to the substitution of the any Collateral Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of DefaultDefault and in connection with the exercise of the Collateral Agent’s remedies hereunder, to the transfer of such Pledged Securities to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. LA\3881692.2 (a) In the case of each Pledgor which that is an issuer of Securities CollateralPledged Securities, such Pledgor agrees to be bound by the terms of this Agreement relating to the Pledged Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which that is a partnershareholder, shareholder partner or member, as the case may be, member in a corporation, partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such corporation, partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partnershareholder, shareholder partner or member in such corporation, partnership, limited liability company or other entity with all the rights, powers and duties of a shareholder, general partner, a limited partner, shareholder partner or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to itit to the extent permitted by law. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, to the extent permitted by law such Pledgor hereby consents to the extent required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document organizational document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be; provided that promptly after the cure or waiver of all continuing Events of Default, the Collateral Agent shall deliver to each applicable Pledgor all such transferred Pledged Securities to the extent the Collateral Agent has not disposed of such Pledged Securities in connection with the exercise of its remedies hereunder.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply in all material respects with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Organization Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of DefaultDefault and subject to the Burger King Rights, to the transfer of such Pledged Securities to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (ai) In the case of each Pledgor which that is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (bii) In the case of each Pledgor which that is a partner, shareholder member or member, as the case may be, holder of any Equity Interests in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document Documents of such Pledgor to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities Interests in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities Interests to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder member or member holder of Equity Interests in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, a limited partner, shareholder member or memberholder of Equity Interests, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which that is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (bi) In the case of each Pledgor which that is a partner, shareholder member or member, as the case may be, holder of any Equity Interests in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document Documents of such Pledgor to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities Interests in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities Interests to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder member or member holder of Equity Interests in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, a limited partner, shareholder member or memberholder of Equity Interests, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (ai) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (bii) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, partner in a partnership, limited liability company or other entity, such Pledgor hereby consents consents, to the extent required by the applicable Organizational Document Document, to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities Interests in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities Interests to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder partner or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, partner or a limited partner, shareholder partner or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities Equity in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of DefaultDefault and in connection with the exercise of the Collateral Agent’s remedies hereunder, to the transfer of such Pledged Securities Equity to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document and to the extent permitted by applicable law to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (ai) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (bii) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, partner in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document Operative Agreement to the pledge by each other of the Borrower, Guarantors or any other Pledgor, pursuant to the terms hereofof any of the Security Documents, of the Pledged Securities Interests in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities Interests to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder partner or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, partner or a limited partner, shareholder partner or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which that is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which that is a partner, shareholder member or member, as the case may be, holder of any Equity Interests in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document Documents of such Pledgor to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities Interests in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities Interests to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder member or member holder of Equity Interests in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder member or memberholder of Equity Interests, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which that is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which that is a partner, shareholder member or member, as the case may be, holder of any Equity Interests in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder member or member holder of Equity Interests in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder member or memberholder of Equity Interests, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which that is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which that is a partner, shareholder member or member, as the case may be, holder of any Equity Interests that constitute Collateral in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document Documents of such Pledgor to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities Interests in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities Interests to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder member or member holder of Equity Interests in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder member or memberholder of Equity Interests, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, partner in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities Interests in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities Interests to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder partner or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, partner or a limited partner, shareholder partner or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, but subject to Section 9.7(a) hereof, to the transfer of such Pledged Securities to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (ai) In the case of each Pledgor which that is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (bii) In the case of each Pledgor which that is a partner, shareholder member or member, as the case may be, holder of any Equity Interests in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document Documents of such Pledgor to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities Interests (other than Excluded Property) in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities Interests to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder member or member holder of Equity Interests in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, a limited partner, shareholder member or memberholder of Equity Interests, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which that is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which that is a partner, shareholder member or member, as the case may be, holder of any Equity Interests in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document Documents of such Pledgor to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities Interests (other than Excluded Property) in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities Interests to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder member or member holder of Equity Interests in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, a limited partner, shareholder member or memberholder of Equity Interests, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities CollateralPledged Securities, such Pledgor agrees to be bound by the terms of this Agreement relating to the Pledged Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity 39909472_3 with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (ai) In the case of each Pledgor which is an issuer of Securities Pledged Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Pledged Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (bii) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, partner in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities Interests in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities Interests to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder partner or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, partner or a limited partner, shareholder partner or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Collateral Administrative Agent or its nominee and to the substitution of the Collateral Administrative Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (bi) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, partner in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document Operative Agreement to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities Interests in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities Interests to the Collateral Administrative Agent or its nominee and to the substitution of the Collateral Administrative Agent or its nominee as a substituted partner, shareholder partner or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, partner or a limited partner, shareholder partner or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document organizational document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Collateral Controlling Agent or its nominee (including the Controlling Agent) and to the substitution of the Collateral Controlling Agent or its nominee (including the Controlling Agent) as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (ai) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (bii) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, partner in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities Interests in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities Interests to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder partner or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, partner or a limited partner, shareholder partner or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Collateral Agent or the Bank Collateral Agent, as applicable, or its nominee and to the substitution of the Collateral Agent or the Bank Collateral Agent, as applicable, or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Organization Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Collateral First Lien Administrative Agent or its nominee and to the substitution of the Collateral First Lien Administrative Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (ai) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (bii) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply in all material respects with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document organization document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of DefaultDefault and subject to the Burger King Rights, to the transfer of such Pledged Securities to the Collateral Administrative Agent or its nominee and to the substitution of the Collateral Administrative Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.. Table of Contents

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (ai) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (bii) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, partner in a partnership, limited liability company or other entityentity that is an issuer of Equity Interests pledged hereunder, such Pledgor hereby consents to the extent required by the applicable Organizational Organization Document of such issuer to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities Interests in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities Interests to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder partner or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, partner or a limited partner, shareholder partner or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Second Lien Collateral Agent or its nominee and to the substitution of the Second Lien Collateral Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder shareholder, member or memberother equity holder, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Collateral Administrative Agent or its nominee and to the substitution of the Collateral Administrative Agent or its nominee as a substituted partner, shareholder shareholder, member or member other equity holder in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder shareholder, member or memberother equity holder, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which that is an issuer of Securities CollateralPledged Securities, such Pledgor agrees to be bound by the terms of this Agreement relating to the Pledged Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which that is a partnershareholder, shareholder partner or member, as the case may be, member in a corporation, partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such corporation, partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partnershareholder, shareholder partner or member in such corporation, partnership, limited liability company or other entity with all the rights, powers and duties of a shareholder, general partner, a limited partner, shareholder partner or member, as the case may be.. ARTICLE VI

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the applicable Collateral Agent or its nominee and to the substitution of the applicable Collateral Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) a. In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) b. In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities CollateralPledged Securities, such Pledgor agrees to be bound by the terms of this Agreement relating to the Pledged Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.. 6165737 v6

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply in all material respects with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document organization document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of DefaultDefault and subject to the Burger King Rights and the Popeyes Rights, to the transfer of such Pledged Securities to the Collateral Administrative Agent or its nominee and to the substitution of the Collateral Administrative Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities CollateralPledged Securities, such Pledgor agrees to be bound by the terms of this Agreement relating to the Pledged Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent 39416081_9 required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document organization document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Collateral Administrative Agent or its nominee and to the substitution of the Collateral Administrative Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (ai) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (bii) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, partner in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document Operative Agreement to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities Interests in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities Interests to the Collateral Administrative Agent or its nominee and to the substitution of the Collateral Administrative Agent or its nominee as a substituted partner, shareholder partner or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, partner or a limited partner, shareholder partner or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (b) In the case ease of each Pledgor which is a partner, shareholder or member, as the case may be, partner in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities Interests in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities Interests to the Collateral Administrative Agent or its nominee and to the substitution of the Collateral Administrative Agent or its nominee as a substituted partner, shareholder partner or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, partner or a limited partner, shareholder partner or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (a) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply in all material respects with such terms insofar as such terms are applicable to it. (b) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity, such Pledgor hereby consents to the extent required by the applicable Organizational Organization Document to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, limited partner, shareholder or member, as the case may be.

Certain Agreements of Pledgors As Issuers and Holders of Equity Interests. (ai) In the case of each Pledgor which is an issuer of Securities Collateral, such Pledgor agrees to be bound by the terms of this Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (bii) In the case of each Pledgor which is a partner, shareholder or member, as the case may be, partner in a partnership, partnership or a member in a limited liability company or other entitycompany, such Pledgor hereby consents to the extent required by the applicable Organizational Document Operative Agreement to the pledge by each other Pledgor, pursuant to the terms hereof, of the Pledged Securities Interests in such partnership, partnership or limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Securities Interests to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner, shareholder partner or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner, partner or a limited partner, shareholder partner or member, as the case may be.