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 assignment of and security interest in the Pledged Collateral and shall (a) remain in full force and effect until the security interest granted hereby is terminated in accordance with the third sentence of this Section 14, (b) be binding upon the Pledgor, its successors and assigns, and (c) inure, together with the rights and remedies of the Agent hereunder, to the benefit of the Agent and each of the other Purchasers and their respective successors, transferees and permitted assigns. Without limiting the generality of the foregoing clause (c), subject to Section 4.1 of the Purchase Agreement, any Purchaser may assign or otherwise transfer any Note or other evidence of indebtedness held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to such Purchaser, herein or otherwise. Upon expiration of 90 days after the payment in full of all of the Secured Obligations (other than contingent obligations for which no claim has been made), and provided that, in respect of the Pledgor, during such 90-day period no Event of Default specified in clause (f) or (g) of Section 10 of the Notes and no event which, with the giving of notice or lapse of time or both, would become such an Event of Default, the security interest granted hereby shall terminate, and all rights to the Pledged Collateral shall revert to the Pledgor and the Agent shall return any of the Pledged Collateral in its possession to the Pledgor. Upon any such termination, the Agent will, at the Pledgor's expense, execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence such termination.

Continuing Assignment and Security Interest; Transfer of Notes. This Agreement shall create a continuing assignment of and security interest in the Pledged Collateral and shall (a) remain in full force and effect until payment in full of the security interest granted hereby is terminated in accordance with Obligations and all other amounts owing to each Secured Party under any Loan Documents and the third sentence termination or expiration of this Section 14the Commitments, (b) be binding upon the Company and each Pledgor, its successors and assigns, assigns and (c) inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of the Administrative Agent and each of the other Purchasers Secured Parties and their respective successors, transferees and permitted assigns. Without 154 limiting the generality of the foregoing clause (c), subject to Section 4.1 of the Purchase Agreementforegoing, any Purchaser Bank may assign or otherwise transfer its rights and obligations under any Note or other evidence of indebtedness held by it Loan Document to any other PersonPerson or entity, and such other Person or entity shall thereupon become vested with all the benefits in respect thereof granted to such Purchaser, Bank herein or otherwise, all as provided in, and to the extent set forth in, the Loan Documents. Neither the Company nor any Pledgor may assign or transfer any of its rights or obligations under this Agreement without the prior written consent of the Administrative Agent. Upon expiration of 90 days after the payment in full of all the Obligations and termination of the Secured Obligations commitments (other than exclusive of future, contingent obligations for which no claim has been madeor unliquidated amounts arising under indemnity agreements), and provided that, in respect of the Pledgor, during such 90-day period no Event of Default specified in clause (f) or (g) of Section 10 of the Notes and no event which, with the giving of notice or lapse of time or both, would become such an Event of Default, the security interest granted hereby shall terminate, terminate and all rights to the Pledged Collateral shall revert to the Pledgor and the Agent shall return any of the Pledged Collateral in its possession to the each Pledgor. Upon any such termination, the Administrative Agent will, at the each Pledgor's expense, execute and deliver to the each Pledgor such documents as the each Pledgor shall reasonably request to evidence such termination.

Continuing Assignment and Security Interest; Transfer of Notes. This Agreement shall create a continuing assignment of and security interest in the Pledged Collateral and shall (a) remain in full force and effect until payment in full of the security interest granted hereby is terminated in accordance with Obligations and all other amounts owing to each Secured Party under any Loan Documents and the third sentence termination or expiration of this Section 14the Commitments, (b) be binding upon the PledgorCompany, its successors and assigns, assigns and (c) inure, together with the rights and remedies of the Administrative Agent hereunder, to the F - 9 FRN Pledge Agreement benefit of the Administrative Agent and each of the other Purchasers Secured Parties and their respective successors, transferees and permitted assigns. Without limiting the generality of the foregoing clause (c), subject to Section 4.1 of the Purchase Agreementforegoing, any Purchaser Bank may assign or otherwise transfer its rights and obligations under any Note or other evidence of indebtedness held by it Loan Document to any other PersonPerson or entity, and such other Person or entity shall thereupon become vested with all the benefits in respect thereof granted to such Purchaser, Bank herein or otherwise, all as provided in, and to the extent set forth in, the Loan Documents. The Company may not assign or transfer any of its rights or obligations under this Agreement without the prior written consent of the Administrative Agent. Upon expiration of 90 days after the payment in full of all the Obligations and termination of the Secured Obligations commitments (other than exclusive of future, contingent obligations for which no claim has been madeor unliquidated amounts arising under indemnity agreements), and provided that, in respect of the Pledgor, during such 90-day period no Event of Default specified in clause (f) or (g) of Section 10 of the Notes and no event which, with the giving of notice or lapse of time or both, would become such an Event of Default, the security interest granted hereby shall terminate, terminate and all rights to the Pledged Collateral shall revert to the Pledgor and the Agent shall return any of the Pledged Collateral in its possession to the PledgorCompany. Upon any such termination, the Administrative Agent will, at the PledgorCompany's expense, execute and deliver to the Pledgor Company such documents as the Pledgor Company shall reasonably request to evidence such termination.

Continuing Assignment and Security Interest; Transfer of Notes. This Agreement shall create a continuing assignment of of, and security interest in in, the Pledged Collateral and shall (a) remain in full force and effect until payment in full of the security interest granted hereby is terminated in accordance with the third sentence of this Section 14Obligations, (b) be binding upon the PledgorBorrower, its successors and assigns; provided, however, that the obligations of Borrower, its successors and assigns hereunder may not be assigned without the prior written consent of Administrative Agent; and (c) inure, together with the rights and remedies of the Agent hereunderAdministrative Agent, to the benefit of Administrative Agent, the Agent and each of the other Purchasers Banks and their respective successors, transferees and permitted assigns. Without limiting the generality of the foregoing clause (c), but subject to Section 4.1 the terms of the Purchase Credit Agreement, Administrative Agent or any Purchaser of the Banks may assign or otherwise transfer all or any Note part of or interest in the Notes and the other Credit Documents or other evidence of indebtedness held by it them to any other PersonPerson to the extent permitted by and in accordance with the Credit Agreement, and such other Person shall thereupon become vested with all or an appropriate part of the benefits in respect thereof granted to such Purchaser, the Banks herein or otherwise. Upon expiration The release of 90 days after the payment security interest in full of any or all of the Secured Obligations (other than contingent obligations for Collateral, the taking or acceptance of additional security, or the resort by 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. If this Agreement shall be terminated or revoked by operation of law, Borrower will indemnify and save Administrative Agent and the Banks harmless from any loss which no claim has been made)may be suffered or incurred by Administrative Agent and the Banks in acting hereunder prior to the receipt by Administrative Agent, and provided thatits successors, in respect of the Pledgortransferees, during such 90-day period no Event of Default specified in clause (f) or (g) of Section 10 of the Notes and no event which, with the giving assigns of notice of such termination or lapse of time or both, would become such an Event of Default, the security interest granted hereby shall terminate, and all rights to the Pledged Collateral shall revert to the Pledgor and the Agent shall return any of the Pledged Collateral in its possession to the Pledgor. Upon any such termination, the Agent will, at the Pledgor's expense, execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence such terminationrevocation.

Continuing Assignment and Security Interest; Transfer of Notes. This Agreement shall create a continuing assignment of and security interest in the Pledged Collateral and shall (a) remain in full force and effect until payment in full of the security interest granted hereby is terminated in accordance with Obligations and all other amounts owing to each Secured Party under any Loan Documents and the third sentence termination or expiration of this Section 14the Commitments, (b) be binding upon the PledgorCompany, its successors and assigns, assigns and (c) inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of the Administrative Agent and each of the other Purchasers Secured Parties and their respective successors, transferees and permitted assigns. Without limiting the generality of the foregoing clause (c), subject to Section 4.1 of the Purchase Agreementforegoing, any Purchaser Bank may assign or otherwise transfer its rights and obligations under any Note or other evidence of indebtedness held by it Loan Document to any other PersonPerson or entity, and such other Person or entity shall thereupon become vested with all the benefits in respect thereof granted to such Purchaser, Bank herein or otherwise, all as provided in, and to th extent set forth in, the Loan Documents. The Company may not assign or transfer any of its rights or obligations under this Agreement without the prior written consent of the Administrative Agent. Upon expiration of 90 days after the payment in full of all the Obligations and termination of the Secured Obligations commitments (other than exclusive of future, contingent obligations for which no claim has been madeor unliquidated amounts arising under indemnity agreements), and provided that, in respect of the Pledgor, during such 90-day period no Event of Default specified in clause (f) or (g) of Section 10 of the Notes and no event which, with the giving of notice or lapse of time or both, would become such an Event of Default, the security interest granted hereby shall terminate, terminate and all rights to the Pledged Collateral shall revert to the Pledgor and the Agent shall return any of the Pledged Collateral in its possession to the PledgorCompany. Upon any such termination, the Administrative Agent will, at the PledgorCompany's expense, execute and deliver to the Pledgor Company such documents as the Pledgor Company shall reasonably request to evidence such termination.

Continuing Assignment and Security Interest; Transfer of Notes. This Agreement shall create a continuing assignment of and security interest in the Pledged Collateral and shall (a) remain in full force and effect until payment in full of the security interest granted hereby is terminated in accordance with Obligations and all other amounts owing to each Secured Party under any Loan Documents and the third sentence termination or expiration of this Section 14the Commitments, (b) be binding upon the Pledgor, its successors and assigns, assigns and (c) inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of the Administrative Agent and each of the other Purchasers Secured Parties and their respective successors, transferees and permitted assigns. Without limiting the generality of the foregoing clause (c), subject to Section 4.1 of the Purchase Agreementforegoing, any Purchaser Bank may assign or otherwise transfer its rights and obligations under any Note or other evidence of indebtedness held by it Loan Document to any other PersonPerson or entity, and such other Person or entity shall thereupon become vested with all the benefits in respect thereof granted to such Purchaser, Bank herein or otherwise, all as provided in, and to the extent set forth in, the Loan Documents. The Pledgor may not assign or transfer any of its lights or obligations under this Agreement without the prior written consent of the Administrative Agent. Upon expiration of 90 days after the payment in full of all the Obligations and termination of the Secured Obligations commitments (other than exclusive of future, contingent obligations for which no claim has been madeor unliquidated amounts arising under indemnity agreements), and provided that, in respect of the Pledgor, during such 90-day period no Event of Default specified in clause (f) or (g) of Section 10 of the Notes and no event which, with the giving of notice or lapse of time or both, would become such an Event of Default, the security interest granted hereby shall terminate, terminate and all rights to the Pledged Collateral shall revert to the Pledgor and the Agent shall return any of the Pledged Collateral in its possession to the Pledgor. Upon any such termination, the Administrative Agent will, at the Pledgor's expense, execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence such termination.

Continuing Assignment and Security Interest; Transfer of Notes. This Agreement shall create a continuing assignment of and security interest in the Pledged Collateral and shall (a) remain in full force and effect until the security interest granted hereby is terminated in accordance with the third sentence of this Section 14, (b) be binding upon the Pledgor, its successors and assigns, and (c) inure, together with the rights and remedies of the Agent and the Purchasers hereunder, to the benefit of the Agent and each of the other Purchasers and their respective successors, transferees and permitted assigns. Without limiting the generality of the foregoing clause (c), subject to Section 4.1 of the Purchase Agreement, any Purchaser Purchasers may assign or otherwise transfer any Note or other evidence of indebtedness held by it to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to such Purchaser, herein or otherwise. Upon expiration of 90 days after the payment in full of all of the Secured Obligations (and all other than contingent obligations for which no claim has been made)amounts owing to the Purchasers under the Purchase Agreement and the termination or expiration of the Purchase Agreement, and provided that, in respect of the Pledgor, during such 90-day period no Event of Default specified in clause (f) or (g) of Section 10 of the Notes and no event which, with the giving of notice or lapse of time or both, would become such an Event of Default, the security interest granted hereby shall terminate, and all rights to the Pledged Collateral shall revert to the Pledgor and the Agent Purchasers shall return any of the Pledged Collateral in its possession to the Pledgor. Upon any such termination, the Agent will, at the Pledgor's ’s expense, execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence such termination.