Common use of Continuing Assignment and Security Interest; Transfer of Notes Clause in Contracts

Continuing Assignment and Security Interest; Transfer of Notes. This Agreement shall create a continuing pledge and assignment of and first-priority security interest in the Collateral (except with respect to Permitted Equity Liens) and shall (a) remain in full force and effect until the Discharge Date, (b) be binding upon Pledgor and its successors and assigns and (c) inure, together with the rights and remedies of the Security Trustee, to the benefit of the Security Trustee, the other Secured Parties and their respective successors and permitted assigns. Without limiting the generality of the foregoing clause (c), any of the Senior Creditors may assign or otherwise transfer the notes or other evidence of indebtedness held by them to any other Person to the extent permitted by and in accordance with the terms of the Senior Debt Instrument governing the relevant Senior Debt and the other Finance Documents, and such other Person shall thereupon become vested with all or an appropriate part of the benefits in respect thereof granted to the Secured Parties herein or otherwise. The release of the security interest in any or all of the Collateral, the taking or acceptance of additional security, or the resort by the Security Trustee to any security it may have in any order it may deem appropriate, shall not affect the liability of any Person on the indebtedness secured hereby.

Continuing Assignment and Security Interest; Transfer of Notes. This Agreement shall create a continuing pledge and assignment of and first-priority security interest in the Collateral (except with respect to Permitted Equity Liens) and shall (a) remain in full force and effect until the Discharge Date, indefeasible payment in full in cash and performance in full of the Obligations (other than the Obligations that are intended to survive the termination of the Credit Documents); (b) be binding upon Pledgor Grantors and its any of their successors and assigns assigns; and (c) inure, together with the rights and remedies of the Security TrusteeCollateral Agent, to the benefit of the Security Trustee, the other Secured Parties Collateral Agent and their respective its successors and permitted assignsassigns for the benefit of the Secured Parties. Without limiting the generality of the foregoing clause (c), any of the Senior Creditors Secured Parties may assign or otherwise transfer the notes Notes or other evidence of indebtedness held by them to any other Person to the extent permitted by and in accordance with the terms Article 10 of the Senior Debt Instrument governing the relevant Senior Debt and the other Finance DocumentsCredit Agreement, and such other Person shall thereupon become vested with all or an appropriate part of the benefits in respect thereof granted to the Secured Parties herein or otherwise. The release of the security interest in any or all of the Collateral, the taking or acceptance of additional security, or the resort by the Security Trustee Collateral Agent to any security it may have in any order it may deem appropriate, shall not affect the liability of any Person on the indebtedness secured hereby.

Continuing Assignment and Security Interest; Transfer of Notes. This Agreement shall create a continuing pledge and assignment of and first-priority security interest in the Collateral (except with respect to Permitted Equity Liens) and shall (a) remain in full force and effect until the Discharge Dateindefeasible payment in full in cash and performance in full of the Secured Obligations (other than any unasserted contingent indemnity obligations), (b) be binding upon the Pledgor and its respective successors and assigns assigns, and (c) inure, together with the rights and remedies of the Security TrusteeCollateral Agent, to the benefit of the Security TrusteeCollateral Agent, the other Secured Parties Parties, and their respective successors successors, transferees and permitted assigns. Without limiting the generality of the foregoing clause (c), the Collateral Agent or any of the Senior Creditors Secured Parties may assign or otherwise transfer any promissory note issued pursuant to Section 2.09(e) of the notes Credit Agreement or other evidence of indebtedness held by them pursuant to any of the Secured Obligation Documents to any other Person to the extent permitted by and in accordance with the terms Section 9.04 of the Senior Debt Instrument governing Credit Agreement or the relevant Senior Debt and applicable provisions of the other Finance DocumentsSecured Obligation Documents (as applicable), and such other Person shall thereupon become vested with all or an appropriate part of the benefits in respect thereof granted to the Secured Parties herein or otherwise. The release of the security interest in any or all of the Collateral, the taking or acceptance of additional security, or the resort by the Security Trustee Collateral Agent to any security it may have in any order it may deem appropriate, shall not affect the liability of any Person on the indebtedness secured hereby.

Continuing Assignment and Security Interest; Transfer of Notes. This Agreement shall create a continuing pledge and assignment of and first-priority security interest in the Collateral (except with respect to Permitted Equity Liens) and shall (a) remain in full force and effect until the Discharge Date, payment in full in cash and performance in full of the Obligations and the termination of the Loan Commitment and other obligations of Lender under the Financing Documents (other than any unasserted contingent reimbursement or indemnify obligations); (b) be binding upon Pledgor Grantor and its successors and assigns assigns; and (c) inure, together with the rights and remedies of the Security TrusteeLender, to the benefit of the Security Trustee, the other Secured Parties Lender and their respective its successors and permitted assigns. Without limiting the generality of the foregoing clause (c), any of the Senior Creditors Lender may assign or otherwise transfer the notes Note or other evidence of indebtedness held by them to any other Person to the extent permitted by and in accordance with the terms of the Senior Debt Instrument governing the relevant Senior Debt and the other Finance DocumentsFinancing Agreement, and such other Person shall thereupon become vested with all or an appropriate part of the benefits in respect thereof granted to the Secured Parties Lender herein or otherwise. The release of the security interest in any or all of the Collateral, the taking or acceptance of additional security, or the resort by the Security Trustee Lender to any security it may have in any order it may deem appropriate, shall not affect the liability of any Person on the indebtedness secured hereby.

Continuing Assignment and Security Interest; Transfer of Notes. This Agreement shall create a continuing pledge and assignment of and first-priority security interest in the Collateral (except with respect to Permitted Equity Liens) and shall (a) remain in full force and effect until the Discharge Date, payment in full in cash and performance in full of the Obligations (other than the Obligations that are intended to survive the termination of the Credit Agreement) and as otherwise provided in Section 8.9; (b) be binding upon Pledgor Borrowers, Pledgor, and its their respective successors and assigns assigns; and (c) inure, together with the rights and remedies of the Security TrusteeCollateral Agent, to the benefit of the Security Trustee, the other Secured Parties and their respective successors successors, transferees and permitted assigns. Without limiting the generality of the foregoing clause (c), any of the Senior Creditors Collateral Agent may assign or otherwise transfer the notes Notes or other evidence of indebtedness held by them it for the benefit of the Secured Parties to any other Person to the extent permitted by and in accordance with the terms of the Senior Debt Instrument governing the relevant Senior Debt and the other Finance DocumentsCredit Agreement, and such other Person shall thereupon become vested with all or an appropriate part of the benefits in respect thereof granted to the Secured Parties Collateral Agent herein or otherwise. The release of the security interest in any or all of the Collateral, the taking or acceptance of additional security, or the resort by the Security Trustee Collateral Agent to any security it may have in any order it may deem appropriate, shall not affect the liability of any Person on the indebtedness secured hereby.

Continuing Assignment and Security Interest; Transfer of Notes. This Agreement shall create a continuing pledge and assignment of and first-priority security interest in the Collateral (except with respect to Permitted Equity Liens) and shall (a) remain in full force and effect until the Discharge Date, payment in full in cash and performance in full of the Obligations (other than the Obligations that are intended to survive the termination of the Credit Documents); (b) be binding upon Pledgor Grantor and its successors and assigns assigns; and (c) inure, together with the rights and remedies of the Security TrusteeAdministrative Agent, to the benefit of the Security Trustee, the other Secured Parties Administrative Agent and their respective its successors and permitted assignsassigns for the benefit of the Secured Parties. Without limiting the generality of the foregoing clause (c), any of the Senior Creditors Secured Parties may assign or otherwise transfer the notes Notes or other evidence of indebtedness held by them to any other Person to the extent permitted by and in accordance with the terms of the Senior Debt Instrument governing the relevant Senior Debt and the other Finance DocumentsCredit Agreement, and such other Person shall thereupon become vested with all or an appropriate part of the benefits in respect thereof granted to the Secured Parties herein or otherwise. The release of the security interest in any or all of the Collateral, the taking or acceptance of additional security, or the resort by the Security Trustee Administrative Agent to any security it may have in any order it may deem appropriate, shall not affect the liability of any Person on the indebtedness secured hereby, except for release of Collateral upon the payment in full in cash and performance in full of the Obligations.

Continuing Assignment and Security Interest; Transfer of Notes. This Agreement shall create a continuing pledge and assignment of and first-priority security interest in the Collateral (except with respect to Permitted Equity Liens) and shall (a) remain in full force and effect until the Discharge Date, payment in full in cash and performance in full of the Obligations (other than the Obligations that are intended to survive the termination of the Credit Agreement) and as otherwise provided in Section 8.9; (b) be binding upon Pledgor SWMP, Pledgor, and its their respective successors and assigns assigns; and (c) inure, together with the rights and remedies of the Security TrusteeCollateral Agent, to the benefit of the Security Trustee, the other Secured Parties and their respective successors successors, transferees and permitted assigns. Without limiting the generality of the foregoing clause (c), any of the Senior Creditors Collateral Agent may assign or otherwise transfer the notes Notes or other evidence of indebtedness held by them it for the benefit of the Secured Parties to any other Person to the extent permitted by and in accordance with the terms of the Senior Debt Instrument governing the relevant Senior Debt and the other Finance DocumentsCredit Agreement, and such other Person shall thereupon become vested with all or an appropriate part of the benefits in respect thereof granted to the Secured Parties Collateral Agent herein or otherwise. The release of the security interest in any or all of the Collateral, the taking or acceptance of additional security, or the resort by the Security Trustee Collateral Agent to any security it may have in any order it may deem appropriate, shall not affect the liability of any Person on the indebtedness secured hereby.