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

Certification of Limited Liability Company Interests and Limited Partnership Interests. Each Grantor represents and warrants that each interest held by it in any limited liability company or limited partnership which is a Subsidiary and pledged hereunder (other than the uncertificated limited liability company and limited partnership interests, as of the Closing Date, set forth on Schedule IV) is represented by a certificate, and is a “security” within the meaning of, and is governed by, the Uniform Commercial Code of the State of Delaware and each other applicable jurisdiction. Each Grantor hereby agrees not to vote, enable or take any other action to cause any of the entities set forth on Schedule IV and any Subsidiaries acquired after the Closing Date which are limited liability companies or limited partnerships the Grantor’s interest in which are not securities (for the purposes of the Uniform Commercial Code) (together, the “Uncertificated Subsidiaries”) on the date hereof or at the time of acquisition to elect or otherwise take any action to cause the interests in such Uncertificated Subsidiaries to be treated as securities for purposes of the Uniform Commercial Code; provided, however, notwithstanding the foregoing, if any Uncertificated Subsidiary takes any such action in violation of the foregoing, the Grantor holding such interests shall promptly notify the Collateral Trustee in writing of any such election or action and, in such event, shall take all steps necessary or advisable to establish the Collateral Trustee’s “control” (within the meaning of Section 8-106 of the UCC) thereof.

Certification of Limited Liability Company Interests and Limited Partnership Interests. Each Grantor represents The Grantors represent and warrants warrant that each interest held by it them in any limited liability company or limited partnership which is a Subsidiary and pledged hereunder (other than the uncertificated limited liability company and limited partnership interests, as of the Closing Date, set forth on Schedule IV) is represented by a certificate, and is a “security” within the meaning of, and is governed by, the Uniform Commercial Code of the State of Delaware and each other applicable jurisdiction. Each Grantor The Grantors hereby agrees agree not to vote, enable or take any other action to cause any of the entities set forth on Schedule IV and any Subsidiaries acquired after the Closing Date which are limited liability companies or limited partnerships the Grantor’s Grantors’ interest in which are not securities (for the purposes of the Uniform Commercial Code) (together, the “Uncertificated Subsidiaries”) on the date hereof or at the time of acquisition to elect or otherwise take any action to cause the interests in such Uncertificated Subsidiaries to be treated as securities for purposes of the Uniform Commercial Code; provided, however, notwithstanding the foregoing, if any Uncertificated Subsidiary takes any such action in violation of the foregoing, the Grantor holding such interests shall promptly notify the Collateral Trustee in writing of any such election or action and, in such event, shall take all steps necessary or advisable to establish the Collateral Trustee’s “control” (within the meaning of Section 8-106 of the UCC) thereof.

Certification of Limited Liability Company Interests and Limited Partnership Interests. Each Grantor represents The Grantors represent and warrants warrant that each interest held by it them in any limited liability company or limited partnership which is a Subsidiary and pledged hereunder (other than the uncertificated limited liability company and limited partnership interests, as of the Closing Date, set forth on Schedule IV) is represented by a certificate, and is a “security” within the meaning of, and is governed by, the Uniform Commercial Code of the State of Delaware and each other applicable jurisdiction. Each Grantor The Grantors hereby agrees agree not to vote, enable or take any other action to cause any of the entities set forth on Schedule IV and any Subsidiaries acquired after the Closing Date which are limited liability companies or limited partnerships the Grantor’s interest Grantors’ interests in which are not securities (for the purposes of the Uniform Commercial Code) (together, the “Uncertificated Subsidiaries”) on the date hereof or at the time of acquisition to elect or otherwise take any action to cause the interests in such Uncertificated Subsidiaries to be treated as securities for purposes of the Uniform Commercial Code; provided, however, notwithstanding the foregoing, if any Uncertificated Subsidiary takes any such action in violation of the foregoing, the Grantor holding such interests shall promptly notify the Collateral Trustee in writing of any such election or action and, in such event, shall take all steps necessary or advisable to establish the Collateral Trustee’s “control” (within the meaning of Section 8-106 of the UCC) thereof.