Common use of Certification of Limited Liability Company and Limited Partnership Interests Clause in Contracts

Certification of Limited Liability Company and Limited Partnership Interests. Each Grantor acknowledges and agrees that, to the extent any interest in any limited liability company or limited partnership controlled by any Grantor and pledged under Section 2.01 is a “security” within the meaning of Article 8 of the UCC and is governed by Article 8 of the UCC, such interest shall be represented by a certificate that is promptly delivered to the Collateral Agent pursuant to the terms hereof. Each Grantor further acknowledges and agrees that with respect to any interest in any limited liability company or limited partnership controlled on or after the date hereof by such Grantor and pledged hereunder that is not a “security” within the meaning of Article 8 of the UCC, such Grantor shall at no time elect to treat any such interest as a “security” within the meaning of Article 8 of the UCC, nor shall any such interest in any limited liability company or limited partnership controlled on or after the date hereof by such Grantor be represented by a certificate, unless such election and such interest is thereafter represented by a certificate that is promptly delivered to the Collateral Agent pursuant to the terms hereof.

Certification of Limited Liability Company and Limited Partnership Interests. Each Grantor acknowledges and agrees that, that (i) to the extent any each interest in any limited liability company or limited partnership controlled now or in the future by any such Grantor and pledged under Section 2.01 hereunder is a “security” within the meaning of Article 8 of the New York UCC and is governed by Article 8 of the New York UCC, such interest shall be certificated and (ii) each such interest shall at all times hereafter continue to be such a security and represented by a certificate that is promptly delivered to the Collateral Agent pursuant to the terms hereofsuch certificate. Each Grantor further acknowledges and agrees that with respect to any interest in any limited liability company or limited partnership controlled on now or after in the date hereof future by such Grantor and pledged hereunder that is not a “security” within the meaning of Article 8 of the New York UCC, such Grantor shall at no time elect to treat any such interest as a “security” within the meaning of Article 8 of the New York UCC, nor shall any such interest in any limited liability company or limited partnership controlled on or after the date hereof by such Grantor be represented by a certificate, unless such Grantor provides prior written notification to the Administrative Agent of such election and such interest is thereafter represented by a certificate that is promptly delivered to the Collateral Administrative Agent pursuant to the terms hereof.

Certification of Limited Liability Company and Limited Partnership Interests. Each Grantor acknowledges and agrees that, that to the extent any interest in any limited liability company or limited partnership controlled now or in the future by any Grantor and pledged under Section 2.01 hereunder is a “security” within the meaning of Article 8 of the New York UCC and is governed by Article 8 of the New York UCC, such interest shall be promptly certificated and shall at all times hereafter continue to be such a security and represented by a certificate that is promptly delivered to the Collateral Agent pursuant to the terms hereofsuch certificate. Each Grantor further acknowledges and agrees that with respect to any interest in any limited liability company or limited partnership controlled on now or after in the date hereof future by such Grantor and pledged hereunder that is not a “security” within the meaning of Article 8 of the New York UCC, such Grantor shall at no time elect to treat any such interest as a “security” within the meaning of Article 8 of the New York UCC, nor shall any such interest in any limited liability company or limited partnership controlled on or after the date hereof by such Grantor be represented by a certificate, unless such Grantor provides prompt written notification to the Collateral Agent of such election and such interest is thereafter represented by a certificate that is promptly delivered to the Collateral Agent pursuant to the terms hereof.

Certification of Limited Liability Company and Limited Partnership Interests. Each Grantor acknowledges and agrees that, that (a) to the extent any each interest in any limited liability company or limited partnership controlled now or in the future by any such Grantor and pledged under Section 2.01 hereunder is a “security” within the meaning of Article 8 of the New York UCC and is governed by Article 8 of the New York UCC, such interest shall be certificated and (b) each such interest shall at all times hereafter continue to be such a security and represented by a certificate that is promptly delivered to the Collateral Agent pursuant to the terms hereofsuch certificate. Each Grantor further acknowledges and agrees that with respect to any interest in any limited liability company or limited partnership controlled on now or after in the date hereof future by such Grantor and pledged hereunder that is not a “security” within the meaning of Article 8 of the New York UCC, such Grantor shall at no time elect to treat any such interest as a “security” within the meaning of Article 8 of the New York UCC, nor shall any such interest in any limited liability company or limited partnership controlled on or after the date hereof by such Grantor be represented by a certificate, unless such Grantor provides prior written notification to the Administrative Agent of such election and such interest is thereafter represented by a certificate that is promptly delivered to the Collateral Administrative Agent pursuant to the terms hereof.

Certification of Limited Liability Company and Limited Partnership Interests. Each Grantor acknowledges and agrees that, that (i) to the extent any interest in any limited liability company or limited partnership controlled on or after the date hereof by any such Grantor and pledged under Section 2.01 hereunder is a “security” within the meaning of Article 8 of the New York UCC and is governed by Article 8 of the New York UCC, such interest shall be certificated and (ii) each such interest shall at all times hereafter continue to be such a security and represented by a certificate that is promptly delivered to the Collateral Agent pursuant to the terms hereofsuch certificate. Each Grantor further acknowledges and agrees that with respect to any interest in any limited liability company or limited partnership controlled on or after the date hereof by such Grantor and pledged hereunder that is not a “security” within the meaning of Article 8 of the New York UCC, such Grantor shall at no time elect to treat any such interest as a “security” within the meaning of Article 8 of the New York UCC, nor shall any such interest in any limited liability company or limited partnership controlled on or after the date hereof by such Grantor be represented by a certificate, unless such election and such interest is thereafter represented by a certificate that is promptly delivered to the Collateral Security Agent pursuant to the terms hereof.

Certification of Limited Liability Company and Limited Partnership Interests. Each Grantor acknowledges and agrees that, to the extent any interest in any limited liability company or limited partnership controlled by any Grantor and pledged under Section 2.01 is a “security” within the meaning of Article 8 of the UCC and is governed by Article 8 of the UCC, then (a) to the extent such interest shall be represented by a certificate, such certificate that is promptly shall be delivered to the Applicable Collateral Agent pursuant to the terms hereofhereof or (b) to the extent such interest is uncertificated, such Grantor shall provide the Applicable Collateral Agent with control (as defined in Article 8-106 of the UCC) of any such security to the extent reasonably requested by the Applicable Collateral Agent. Each Grantor further acknowledges and agrees that with respect to any interest in any limited liability company or limited partnership controlled on or after the date hereof Closing Date by such Grantor and pledged hereunder that is not a “security” within the meaning of Article 8 of the UCC, such Grantor shall at no time elect to treat any such interest as a “security” within the meaning of Article 8 of the UCC, nor shall any such interest in any limited liability company or limited partnership controlled on or after the date hereof by such Grantor be represented by a certificate, unless such election and such interest is thereafter represented by a certificate that is promptly delivered to the Applicable Collateral Agent pursuant to the terms hereof.