Common use of Certain Agreements Clause in Contracts

Certain Agreements. (i) The Securities Intermediary acknowledges receipt of a copy of the Security Agreement. (ii) The Securities Intermediary has furnished to the Administrative Agent and the Company the most recent account statement issued by the Securities Intermediary with respect to each of the Designated Accounts and the financial assets and cash balances held therein. The account statement for each Designated Account identifies the Investment Collateral held therein in the manner set forth on Exhibit B annexed hereto. The Securities Intermediary represents and warrants to the Administrative Agent that each such statement accurately reflects the assets held in such Designated Account as of the date thereof. (iii) The Securities Intermediary will, upon its receipt of each supplement to the Security Agreement signed by the Company and identifying one or more security entitlements or other financial assets as “Investment Collateral,” enter into its records, including computer records, with respect to each Designated Account a notation with respect to Investment collateral so that such records and reports generated with respect thereto identify the Investment Collateral as “Pledged.” (iv) The Administrative Agent has delivered to the Securities Intermediary a list, signed by an authorized representative (the “Authorized Representative”), of the officers of the Administrative Agent authorized to give approvals or instructions under this Control Agreement (including notices and other instructions under Section 9 hereof) and the Securities Intermediary shall be entitled to rely on communications from such authorized officers until the earlier of (A) the termination of this Control Agreement in accordance with the terms hereof, (B) notification by the Authorized Representative of a change in the officers authorized to give approvals or instructions and (C) the assignment of the rights of the Secured Parties in accordance with Section 11 hereof.

Certain Agreements. (i) The Securities Intermediary acknowledges receipt of a copy of the Security Agreement. (ii) The Securities Intermediary has furnished to the Administrative Agent and the Company the most recent account statement issued by the Securities Intermediary with respect to each of the Designated Accounts and the financial assets and cash balances held therein. The account statement for each Designated Account identifies , identifying the Investment Collateral financial assets held therein in the a manner set forth on Exhibit B annexed hereto. The Securities Intermediary represents and warrants acceptable to the Administrative Agent that each Agent. Each such statement accurately reflects the assets held in such Designated Account as of the date thereof. (iiiii) The Securities Intermediary will, upon its receipt of each supplement to the Security Agreement signed by the Company Pledgor and identifying one or more security entitlements or other financial assets as “Investment "Pledged Collateral,” " enter into its records, including computer records, with respect to each Designated Account a notation with respect to Investment collateral any such financial asset so that such records and reports generated with respect thereto identify the Investment Collateral such financial asset as “"Pledged.”" (iviii) The Administrative Agent has delivered to the Securities Intermediary a list, signed by an authorized representative (the “Authorized Representative”), of the officers of the Administrative Agent authorized to give approvals or instructions under this Control Agreement (including notices and other instructions under Section 9 hereofthe "Authorized Representatives") and the Securities Intermediary shall be entitled to rely on communications from any such authorized officers Authorized Representatives until the earlier of (A) the termination of this Control Agreement in accordance with the terms hereof, (B) hereof and notification by the an Authorized Representative of a change in the officers authorized to give approvals or instructions and (C) the assignment of the rights of the Secured Parties in accordance with Section 11 hereofsuch list at any time.

Certain Agreements. (i) The Securities Intermediary acknowledges receipt of a copy of the Security Agreement. (ii) The Securities Intermediary has furnished to the Administrative Collateral Agent and the Company the most recent account statement issued by the Securities Intermediary with respect to each of the Designated Accounts and the financial assets and cash balances held therein. The account statement for each Designated Account identifies , identifying the Investment Collateral financial assets held therein in the a manner set forth on Exhibit B annexed hereto. The Securities Intermediary represents and warrants acceptable to the Administrative Agent that each Collateral Agent. Each such statement accurately reflects the assets held in such Designated Account as of the date thereof. (iiiii) The Securities Intermediary will, upon its receipt of each supplement to the Security Agreement signed by the Company Pledgor and identifying one or more security entitlements or other financial assets as “Investment "Pledged Collateral,” " enter into its records, including computer records, with respect to each Designated Account a notation with respect to Investment collateral any such financial asset so that such records and reports generated with respect thereto identify the Investment Collateral such financial asset as “"Pledged.”" (iviii) The Administrative Collateral Agent has delivered to the Securities Intermediary a list, signed by an authorized representative (the “Authorized Representative”), of the officers of the Administrative Collateral Agent authorized to give approvals or instructions under this Control Agreement (including notices and other instructions under Section 9 hereofthe "Authorized Representatives") and the Securities Intermediary shall be entitled to rely on communications from any such authorized officers until the earlier of (A) the termination of this Control Agreement in accordance with the terms hereof, (B) hereof and notification by the an Authorized Representative of a change in the officers authorized to give approvals or instructions and (C) the assignment of the rights of the Secured Parties in accordance with Section 11 hereofsuch list at any time.

Certain Agreements. (i) The Securities Intermediary acknowledges receipt of a copy of the Security Agreement. (ii) The Securities Intermediary has furnished to the Administrative Collateral Agent and the Company the most recent account statement issued by the Securities Intermediary with respect to each of the Designated Accounts and the financial assets and cash balances held therein. The account statement for each Designated Account identifies , identifying the Investment Collateral financial assets held therein in the a manner set forth on Exhibit B annexed hereto. The Securities Intermediary represents and warrants reasonably acceptable to the Administrative Agent that each Collateral Agent. Each such statement accurately reflects the assets held in such Designated Account as of the date thereof. (iiiii) The Securities Intermediary will, upon its receipt of each supplement to the Security Agreement signed by the Company Pledgor and identifying one or more security entitlements or other financial assets as “Investment "Pledged Collateral,” " enter into its records, including computer records, with respect to each Designated Account a notation with respect to Investment collateral any such financial asset so that such records and reports generated with respect thereto identify the Investment Collateral such financial asset as “"Pledged.”" (iviii) The Administrative Collateral Agent has delivered to the Securities Intermediary a list, signed by an authorized representative (the “Authorized Representative”), of the officers of the Administrative Collateral Agent authorized to give approvals or instructions under this Control Agreement (including notices and other instructions under Section 9 hereofthe "Authorized Representatives") and the Securities Intermediary shall be entitled to rely on communications from any such authorized officers until the earlier of (A) the termination of this Control Agreement in accordance with the terms hereof, (B) hereof and notification by the an Authorized Representative of a change in the officers authorized to give approvals or instructions and (C) the assignment of the rights of the Secured Parties in accordance with Section 11 hereofsuch list at any time.

Certain Agreements. (i) The Securities Intermediary acknowledges receipt of a copy of the Security Agreement. (ii) The Securities Intermediary has furnished to the Administrative Collateral Agent and the Company the most recent account statement issued by the Securities Intermediary with respect to each of the Designated Accounts and the financial assets and cash balances held therein. The account statement for each Designated Account identifies , identifying the Investment Collateral financial assets held therein in the a manner set forth on Exhibit B annexed hereto. The Securities Intermediary represents and warrants acceptable to the Administrative Agent that each Collateral Agent. Each such statement accurately reflects the assets held in such Designated Account as of the date thereof. (iiiii) The Securities Intermediary will, upon its receipt of each supplement to the Security Agreement signed by the Company Pledgor and identifying one or more security entitlements or other financial assets as “Investment "Pledged Collateral,” " enter into its records, including computer records, with respect to each Designated Account a notation with respect to Investment collateral any such financial asset so that such records and reports generated with respect thereto identify the Investment Collateral such financial asset as “"Pledged.”" (iviii) The Administrative Collateral Agent has delivered to the Securities Intermediary a list, signed by an authorized representative (the “Authorized Representative”), of the officers of the Administrative Collateral Agent authorized to give approvals or instructions under this Control Agreement (including notices and other instructions under Section 9 hereofthe "AUTHORIZED REPRESENTATIVES") and the Securities Intermediary shall be entitled to rely on communications from any such authorized officers until the earlier of (A) the termination of this Control Agreement in accordance with the terms hereof, (B) hereof and notification by the an Authorized Representative of a change in the officers authorized to give approvals or instructions and (C) the assignment of the rights of the Secured Parties in accordance with Section 11 hereofsuch list at any time.

Certain Agreements. (i) The Securities Intermediary acknowledges receipt of a copy of the Security Agreement. (ii) The Securities Intermediary has furnished to the Administrative Agent and the Company Pledgor the most recent account statement issued by the Securities Intermediary with respect to each of the Designated Accounts and the financial assets and cash balances held therein. The account statement for each Designated Account identifies the Investment Collateral held therein in the manner set forth on Exhibit B Schedule II annexed hereto. The Securities Intermediary represents and warrants to the Administrative Agent that each such statement accurately reflects the assets held in such Designated Account as of the date thereof. (iii) The Securities Intermediary will, upon its receipt of each supplement to the Security Agreement signed by the Company Pledgor and identifying one or more security entitlements or other financial assets as “Investment Collateral,” enter into its records, including computer records, with respect to each Designated Account a notation with respect to Investment collateral so that such records and reports generated with respect thereto identify the Investment Collateral as “Pledged.” (iv) The Administrative Agent has delivered to the Securities Intermediary a list, signed by an authorized representative (the “Authorized Representative”), of the officers of the Administrative Agent authorized to give approvals or instructions under this Control Agreement (including notices and other instructions under Section 9 12 hereof) and the Securities Intermediary shall be entitled to rely on communications from such authorized officers until the earlier of (A) the termination of this Control Agreement in accordance with the terms hereof, (B) with notification by the Authorized Representative of a change in the officers authorized to give approvals or instructions and (C) the assignment of the rights of the Secured Parties in accordance with Section 11 12 hereof.

Certain Agreements. (i) The Securities Intermediary acknowledges receipt of a copy of the Security Escrow Agreement. (ii) The Securities Intermediary has furnished shall furnish to the Administrative Agent Trustee and the Company Pledgor the most recent account statement issued by the Securities Intermediary with respect to each of the Designated Accounts Account and the financial assets and cash balances held therein. The account statement for each the Designated Account identifies the Investment Collateral Escrowed Property held therein in the manner set forth on Exhibit B annexed Schedule I attached hereto. The Securities Intermediary represents and warrants to the Administrative Agent Trustee that each such account statement accurately reflects the assets held in such the Designated Account as of the date thereof. (iii) The Securities Intermediary will, upon its receipt of each any supplement to the Security Escrow Agreement signed by the Company Pledgor and identifying one or more security entitlements or other financial assets as “Investment Collateral,” Escrowed Property, enter into its records, including computer records, with respect to each the Designated Account a notation with respect to Investment collateral Escrowed Property so that such records and reports generated with respect thereto identify the Investment Collateral Escrowed Property as “"Pledged.”" (iv) The Administrative Agent Trustee has delivered to the Securities Intermediary a list, signed by an authorized representative representatives (the “"Authorized Representative”), Representatives") of the officers of the Administrative Agent Trustee authorized to give approvals or instructions under this Control Agreement (including notices and other instructions under Section 9 hereof) ), and the Securities Intermediary shall be entitled to rely on communications from such authorized officers an Authorized Representative until the earlier of (A) the termination of this Control Agreement in accordance with the terms hereof, (B) hereof or notification by the an Authorized Representative of a change of Authorized Representatives, including in the officers authorized to give approvals or instructions and (C) the connection with an assignment of the rights of the Secured Parties Trustee in accordance with Section 11 hereof.

Certain Agreements. (i) The Securities Intermediary acknowledges receipt of a copy of the Security Agreement. (ii) The Securities Intermediary has furnished to the Administrative Collateral Agent and the Company the most recent account statement issued by the Securities Intermediary with respect to each of the Designated Accounts and the financial assets and cash balances held therein. The account statement for each Designated Account identifies , identifying the Investment Collateral financial assets held therein in the a manner set forth on Exhibit B annexed hereto. The Securities Intermediary represents and warrants acceptable to the Administrative Agent that each Collateral Agent. Each such statement accurately reflects the assets held in such Designated Account as of the date thereof. (iiiii) The Securities Intermediary will, upon its receipt of each supplement to the Security Agreement signed by the Company Pledgor and identifying one or more security entitlements or other financial assets as “Investment "Pledged Collateral,” " enter into its records, including computer records, with respect to each Designated Account a notation with respect to Investment collateral any such financial asset so that such records and reports generated with respect thereto identify the Investment Collateral such financial asset as “"Pledged.”" (iviii) The Administrative Collateral Agent has delivered to the Securities Intermediary a list, signed by an authorized representative (the “Authorized Representative”), of the officers of the Administrative Collateral Agent authorized to give approvals or instructions under this Control Agreement (including notices and other instructions under Section 9 hereofthe "Authorized Representatives") and the Securities Intermediary shall be entitled to rely on communications from any such authorized officers Authorized Representatives until the earlier of (A) the termination of this Control Agreement in accordance with the terms hereof, (B) hereof and notification by the an Authorized Representative of a change in the officers authorized to give approvals or instructions and (C) the assignment of the rights of the Secured Parties in accordance with Section 11 hereofsuch list at any time.

Certain Agreements. (i) The Securities Intermediary acknowledges receipt of a copy of the Security Agreement. (ii) The Securities Intermediary has furnished to the Administrative Collateral Agent and the Company the most recent account statement issued by the Securities Intermediary with respect to each of the Designated Accounts and the financial assets and cash balances held therein. The account statement for each Designated Account identifies , identifying the Investment Collateral financial assets held therein in the a manner set forth on Exhibit B annexed hereto. The Securities Intermediary represents and warrants acceptable to the Administrative Agent that each Collateral Agent. Each such statement accurately reflects the assets held in such Designated Account as of the date thereof. (iiiii) The Securities Intermediary will, upon its receipt of each supplement to the Security Agreement signed by the Company Pledgor and identifying one or more security entitlements or other financial assets as “Investment Pledged Collateral,” enter into its records, including computer records, with respect to each Designated Account a notation with respect to Investment collateral any such financial asset so that such records and reports generated with respect thereto identify the Investment Collateral such financial asset as “Pledged.” (iviii) The Administrative Collateral Agent has delivered to the Securities Intermediary a list, signed by an authorized representative (the “Authorized Representative”), of the officers of the Administrative Collateral Agent authorized to give approvals or instructions under this Control Agreement (including notices and other instructions under Section 9 hereofthe “Authorized Representatives”) and the Securities Intermediary shall be entitled to rely on communications from any such authorized officers until the earlier of (A) the termination of this Control Agreement in accordance with the terms hereof, (B) hereof and notification by the an Authorized Representative of a change in the officers authorized to give approvals or instructions and (C) the assignment of the rights of the Secured Parties in accordance with Section 11 hereofsuch list at any time.

Certain Agreements. (i) The Securities Intermediary acknowledges receipt of a copy of the Security Agreement. (ii) The Securities Intermediary has furnished to the Administrative Agent and the Company Pledgor the most recent account statement issued by the Securities Intermediary with respect to each of the Designated Accounts and the financial assets Investment Property and cash balances held therein. The account statement for each Designated Account identifies the Investment Collateral held therein in the manner set forth on Exhibit B Schedule II annexed hereto. The Securities Intermediary represents and warrants to the Administrative Agent that each such statement accurately reflects the assets held in such Designated Account as of the date thereof. (iii) The Securities Intermediary will, upon its receipt of each supplement to the Security Agreement signed by the Company Pledgor and identifying one or more security entitlements or other financial assets as “Investment Collateral,” enter into its records, including computer records, with respect to each Designated Account a notation with respect to Investment collateral Collateral so that such records and reports generated with respect thereto identify the Investment Collateral as “Pledged.” (iv) The Administrative Agent has delivered to the Securities Intermediary a list, signed by an authorized representative (the “Authorized Representative”), of the officers of the Administrative Agent authorized to give approvals or instructions under this Control Agreement (including notices and other instructions under Section 9 12 hereof) and the Securities Intermediary shall be entitled to rely on communications from such authorized officers until the earlier of (A) the termination of this Control Agreement in accordance with the terms hereof, (B) with notification by the Authorized Representative of a change in the officers authorized to give approvals or instructions such termination and (CB) the assignment of the rights of the Secured Parties in accordance with Section 11 12 hereof.

Certain Agreements. (i) The Securities Intermediary acknowledges receipt of a copy of the Security Agreement. (ii) The Securities Intermediary has furnished to the Administrative Agent and the Company Pledgor the most recent account statement issued by the Securities Intermediary with respect to each of the Designated Accounts and the financial assets Investment Property and cash balances held therein. The account statement for each Designated Account identifies the Investment Collateral held therein in the manner set forth on Exhibit B Schedule II annexed hereto. The Securities Intermediary represents and warrants to the Administrative Agent that each such statement accurately reflects the assets held in such Designated Account as of the date thereof. (iii) The Securities Intermediary will, upon its receipt of each supplement to the Security Agreement signed by the Company Pledgor and identifying one or more security entitlements or other financial assets as “"Investment Collateral,” " enter into its records, including computer records, with respect to each Designated Account a notation with respect to Investment collateral Collateral so that such records and reports generated with respect thereto identify the Investment Collateral as “"Pledged.”" (iv) The Administrative Agent has delivered to the Securities Intermediary a list, signed by an authorized representative (the “"Authorized Representative”"), of the officers of the Administrative Agent authorized to give approvals or instructions under this Control Agreement (including notices and other instructions under Section 9 12 hereof) and the Securities Intermediary shall be entitled to rely on communications from such authorized officers until the earlier of (A) the termination of this Control Agreement in accordance with the terms hereof, (B) with notification by the Authorized Representative of a change in the officers authorized to give approvals or instructions such termination and (CB) the assignment of the rights of the Secured Parties in accordance with Section 11 12 hereof.

Certain Agreements. (i) The Securities Intermediary acknowledges receipt of a copy of the Security Agreement. (ii) The Securities Intermediary has furnished to the Administrative Agent and the Company Collateral Trustees the most recent account statement issued by the Securities Intermediary with respect to each of the Designated Accounts and the financial assets and cash balances held therein. The account statement for each Designated Account identifies , identifying the Investment Collateral fi- nancial assets held therein in the a manner set forth on Exhibit B annexed hereto. The Securities Intermediary represents and warrants acceptable to the Administrative Agent that each Collateral Trustees. Each such statement accurately reflects the assets held in such Designated Account as of the date thereof. (iiiii) The Securities Intermediary will, upon its receipt of each supplement to the Security Agreement signed by the Company Pledgor and identifying one or more security entitlements or other financial assets as “Investment "Pledged Collateral,” " enter into its records, including computer records, with respect to each Designated Account a notation with respect to Investment collateral any such financial asset so that such records and reports generated with respect thereto identify the Investment Collateral such financial asset as “"Pledged.”" (iviii) The Administrative Agent has Collateral Trustees have delivered to the Securities Intermediary a list, signed by an authorized representative (the “Authorized Representative”), of the officers of the Administrative Agent Collateral Trustees authorized to give approvals or instructions under this Control Agreement (including notices and other instructions under Section 9 hereofthe "Authorized Representatives") and the Securities Intermediary shall be entitled to rely on communications from any such authorized officers until the earlier of (A) the termination of this Control Agreement in accordance with the terms hereof, (B) hereof and notification by the an Authorized Representative of a change in the officers authorized to give approvals or instructions and (C) the assignment of the rights of the Secured Parties in accordance with Section 11 hereofsuch list at any time.

Certain Agreements. (i) The Securities Intermediary acknowledges receipt of a copy of the Security Guarantee and Collateral Agreement. (ii) The Securities Intermediary has furnished to the Administrative Agent and the Company Grantor the most recent account statement issued by the Securities Intermediary with respect to each of the Designated Accounts and the financial assets and cash balances held therein. The account statement for each Designated Account identifies the Investment Collateral held therein in the manner set forth on Exhibit B annexed A attached hereto. The Securities Intermediary represents and warrants to the Administrative Agent that each such statement accurately reflects the assets held in such Designated Account as of the date thereof. (iii) The Securities Intermediary will, upon its receipt of each supplement to the Security Guarantee and Collateral Agreement signed by the Company Grantor and identifying one or more security entitlements or other financial assets as “"Investment Collateral,” " enter into its records, including computer records, with respect to each Designated Account a notation with respect to Investment collateral so that such records and reports generated with respect thereto identify the Investment Collateral as “"Pledged.”" (iv) The Administrative Agent has delivered to the Securities Intermediary a list, signed by an authorized representative (the “"Authorized Representative”"), of the officers of the Administrative Agent authorized to give approvals or instructions under this Control Agreement (including notices and other instructions under Section 9 hereof) and the Securities Intermediary shall be entitled to rely on communications from such authorized officers until the earlier of (A) the termination of this Control Agreement in accordance with the terms hereof, (B) with notification by the Authorized Representative of a change in the officers authorized to give approvals or instructions and (C) the assignment of the rights of the Secured Parties in accordance with Section 11 hereof.

Certain Agreements. (i) The Securities Intermediary acknowledges receipt of a copy of the Security Agreement. (ii) The Securities Intermediary has furnished to the Administrative Collateral Agent and the Company the most recent account statement issued by the Securities Intermediary with respect to each of the Designated Accounts Account and the financial assets and cash balances held therein. The account statement for each Designated Account identifies , identifying the Investment Collateral financial assets held therein in the a manner set forth on Exhibit B annexed hereto. The Securities Intermediary represents and warrants acceptable to the Administrative Agent that each Collateral Agent. Each such statement accurately reflects the assets held in such Designated Account as of the date thereof. (iiiii) The Securities Intermediary will, upon its receipt of each supplement to the Security Escrow Agreement signed by the Company Pledgors and identifying one or more security entitlements or other financial assets as “Investment Collateral"Escrowed Property,” " enter into its records, including computer records, with respect to each the Designated Account a notation with respect to Investment collateral any such financial asset so that such records and reports generated with respect thereto identify the Investment Collateral such financial asset as “"Pledged.”" (iviii) The Administrative Collateral Agent has delivered to the Securities Intermediary a list, signed by an authorized representative (the “Authorized Representative”), of the officers of the Administrative Collateral Agent authorized to give approvals or instructions under this Control Agreement (including notices and other instructions under Section 9 hereofthe "Authorized Representatives") and the Securities Intermediary shall be entitled to rely on communications from any such authorized officers until the earlier of (A) the termination of this Control Agreement in accordance with the terms hereof, (B) hereof and notification by the an Authorized Representative of a change in the officers authorized to give approvals or instructions and (C) the assignment of the rights of the Secured Parties in accordance with Section 11 hereofsuch list at any time.