Common use of Continuing Security Interest; Transfer of Indebtedness Clause in Contracts

Continuing Security Interest; Transfer of Indebtedness. This Agreement shall create a continuing security interest in the Pledged Collateral and shall, unless released and/or terminated pursuant to Section 15 of the Intercreditor Agreement, (a) remain in full force and effect until indefeasible payment in full of all Secured Obligations, the cancellation or termination of the Commitments to extend credit under the Facility Documents and the cancellation or expiration of all outstanding letters of credit, (b) be binding upon each Pledgor, its successors and assigns, and (c) inure, together with the rights and remedies of Collateral Agent hereunder, to the benefit of Collateral Agent and each Beneficiary and their respective successors, transferees and assigns. Without limiting the generality of the foregoing clause (c), subject to the provisions of the Facility Documents, each Beneficiary may assign or otherwise transfer any Debt held by it to any other person or entity, and such other person or entity shall thereupon become vested with all the benefits in respect thereof granted to a Beneficiary herein or otherwise. Upon the earlier of (i) indefeasible payment in full of all Secured Obligations, the cancellation or termination of the Commitments to extend credit under the Facility Documents, the cancellation or expiration of all outstanding letters of credit or (ii) the release and termination of the pledge pursuant to Section 15 of the Intercreditor Agreement, each Pledgor shall be entitled to the return, upon its request and at its expense, against receipt and without recourse to Collateral Agent, of such of the Pledged Collateral pledged by such Pledgor hereunder as shall not have been sold or otherwise applied pursuant to the terms hereof.

Continuing Security Interest; Transfer of Indebtedness. This Agreement shall create a continuing security interest in the Pledged Collateral and shall, unless released and/or terminated pursuant to Section 15 of the Intercreditor Agreement, shall (a) remain in full force and effect until indefeasible payment in full of all Secured Obligations, the cancellation or termination of the Commitments to extend credit under the Facility Documents and New Credit Facility, the cancellation or expiration of all outstanding letters of credit, (b) be binding upon each Pledgor, its successors and assigns, and (c) inure, together with the rights and remedies of Collateral Agent hereunder, to the benefit of Collateral Agent and each Beneficiary Secured Party and their respective successors, transferees and assigns. Without limiting the generality of the foregoing clause (c), subject to the provisions of the Facility DocumentsSenior Note Indenture and the New Credit Facility, each Beneficiary Secured Party may assign or otherwise transfer any Debt Indebtedness held by it to any other person or entity, and such other person or entity shall thereupon become vested with all the benefits in respect thereof granted to a Beneficiary Secured Party herein or otherwise. Upon the earlier of (i) indefeasible payment in full of all Secured Obligations, the cancellation or termination of the Commitments to extend credit under the Facility DocumentsNew Credit Facility, the cancellation or expiration of all outstanding letters of credit or (ii) the release and termination of the pledge pursuant to Section 15 of the Intercreditor Agreementcredit, each Pledgor shall be entitled to the return, upon its request and at its expense, against receipt and without recourse to Collateral Agent, of such of the Pledged Collateral pledged by such Pledgor hereunder as shall not have been sold or otherwise applied pursuant to the terms hereof.

Continuing Security Interest; Transfer of Indebtedness. This Agreement shall create a continuing security interest in the Pledged Collateral and shall, unless released and/or terminated pursuant to Section 15 of the Intercreditor Agreementterminated, (a) remain in full force and effect until indefeasible payment in full of all Secured Obligations, the cancellation or termination of the Commitments to extend credit under the Facility Documents and the cancellation or expiration of all outstanding letters of credit, (b) be binding upon each Pledgor, its successors and assigns, and (c) inure, together with the rights and remedies of Collateral Agent Pledgee hereunder, to the benefit of Collateral Agent Pledgee and each Beneficiary and their respective its successors, and permitted transferees and assigns. Without limiting the generality of the foregoing clause (c), subject to the provisions upon any assignment by Pledgee of any Underlying Debt of the Facility Documents, each Beneficiary may assign or otherwise transfer any Debt Borrower held by it to any other person or entity, and such other person or entity shall thereupon become vested with all the benefits in respect thereof granted to a Beneficiary Pledgee herein or otherwise. Upon the earlier of date upon which the Secured Obligations have been indefeasibly paid and performed in full and the Note has been extinguished and cancelled, this Agreement shall automatically terminate, and (i) indefeasible payment in full of all Secured Obligations, the cancellation or termination of the Commitments to extend credit under the Facility Documents, the cancellation or expiration of all outstanding letters of credit or (ii) the release and termination of the pledge pursuant to Section 15 of the Intercreditor Agreement, each Pledgor shall be entitled to the return, upon its request and at its expense, against receipt and without recourse to Collateral AgentPledgee, of such of the Pledged Collateral pledged by such Pledgor hereunder as shall not have been sold or otherwise applied pursuant to the terms hereofhereof prior to such request, (ii) Pledgee's security interest in and lien on such Pledged Collateral shall be simultaneously released upon the making of such request, and (iii) Pledgee shall, at Pledgor's expense, execute and/or deliver such documents ax Xxxxxor shall reasonably request to evidence such release.

Continuing Security Interest; Transfer of Indebtedness. This Agreement shall create a continuing security interest in the Pledged Collateral and shall, unless released and/or terminated pursuant to Section 15 of the Intercreditor Agreementterminated, (a) remain in full force and effect until indefeasible payment in full of all Secured Obligations, the cancellation or termination of the Commitments to extend credit under the Facility Documents and the cancellation or expiration of all outstanding letters of credit, (b) be binding upon each Pledgor, its successors and assigns, and (c) inure, together with the rights and remedies of Collateral Agent Pledgee hereunder, to the benefit of Collateral Agent Pledgee and each Beneficiary and their respective its successors, and permitted transferees and assigns. Without limiting the generality of the foregoing clause (c), subject to the provisions upon any assignment by Pledgee of any Underlying Debt of the Facility Documents, each Beneficiary may assign or otherwise transfer any Debt Borrower held by it to any other person or entity, and such other person or entity shall thereupon become vested with all the benefits in respect thereof granted to a Beneficiary Pledgee herein or otherwise. Upon the earlier of date upon which the Secured Obligations have been indefeasibly paid and performed in full and the Note has been extinguished and cancelled, this Agreement shall automatically terminate, and (i) indefeasible payment in full of all Secured Obligations, the cancellation or termination of the Commitments to extend credit under the Facility Documents, the cancellation or expiration of all outstanding letters of credit or (ii) the release and termination of the pledge pursuant to Section 15 of the Intercreditor Agreement, each Pledgor shall be entitled to the return, upon its request and at its expense, against receipt and without recourse to Collateral AgentPledgee, of such of the Pledged Collateral pledged by such Pledgor hereunder as shall not have been sold or otherwise applied pursuant to the terms hereofhereof prior to such request, (ii) Pledgee's security interest in and lien on such Pledged Collateral shall be simultaneously released upon the making of such request, and (iii) Pledgee shall, at Pledgor's expense, execute and/or deliver such documents as Xxxxxxr shall reasonably request to evidence such release.

Continuing Security Interest; Transfer of Indebtedness. This Agreement shall create a continuing security interest in the Pledged Collateral and shall, unless released and/or terminated pursuant to Section 15 of the Intercreditor Agreement, shall (a) remain in full force and effect until indefeasible payment in full of all Secured Obligations, Obligations and the cancellation or termination of the Commitments to extend credit under the Facility Documents and the cancellation or expiration of all outstanding letters of creditany commitments related thereto, (b) be binding upon each Pledgor, its successors and assigns, and (c) inure, together with the rights and remedies of Collateral Agent hereunder, to the benefit of Collateral Agent and each Beneficiary other Secured Party and their respective successors, transferees and assigns. Without limiting the generality of the foregoing clause (c), ) and subject to the provisions of the Facility DocumentsCredit Agreement, Collateral Agent and each Beneficiary other Secured Party may assign or otherwise transfer any Debt Indebtedness held by it to any other person or entity, and such other person or entity shall thereupon become vested with all the benefits in respect thereof granted to a Beneficiary Collateral Agent herein or otherwise, subject however to the provisions of the Intercreditor Agreement. Upon the earlier of (i) indefeasible payment in full of all Secured Obligations, Obligations and the cancellation or termination of the Commitments to extend credit under the Facility Documentscommitments related thereto, the cancellation or expiration of all outstanding letters of credit or (ii) the release this Agreement shall terminate and termination of the pledge pursuant to Section 15 of the Intercreditor Agreement, each Pledgor shall be entitled to the return, upon its request and at its expense, against receipt and without recourse to Collateral Agent, of such of the Pledged Collateral pledged by such Pledgor hereunder as shall not have been sold or otherwise applied pursuant to the terms hereof.

Continuing Security Interest; Transfer of Indebtedness. This Agreement shall create a continuing security interest in the Pledged Collateral and shall, unless released and/or terminated pursuant to Section 15 of the Intercreditor Bridge Loan Agreement, (a) remain in full force and effect until indefeasible payment in full of all Secured Obligations, the cancellation or termination of the Commitments to extend credit under the Facility Documents and the cancellation or expiration of all outstanding letters of credit, (b) be binding upon each Pledgor, its successors and assigns, and (c) inure, together with the rights and remedies of Collateral Agent Lender hereunder, to the benefit of Collateral Agent Lender and each Beneficiary and their respective its successors, and permitted transferees and assigns. Without limiting the generality of the foregoing clause (c), subject to the provisions upon any assignment by Lender of any Debt of the Facility Documents, each Beneficiary may assign or otherwise transfer any Debt Borrower held by it to any other person or entity, and such other person or entity shall thereupon become vested with all the benefits in respect thereof granted to a Beneficiary Lender herein or otherwise. Upon the earlier of (i) indefeasible payment date upon which the Secured Obligations have been indefeasibly paid and performed in full of all Secured Obligationsand the Bridge Loan Agreement has terminated, the cancellation or termination of the Commitments to extend credit under the Facility Documents, the cancellation or expiration of all outstanding letters of credit or this Agreement shall automatically terminate and (iix) the release and termination of the pledge pursuant to Section 15 of the Intercreditor Agreement, each Pledgor shall be entitled to the return, upon its request and at its expense, against receipt and without recourse to Collateral AgentLender, of such of the Pledged Collateral pledged by such Pledgor hereunder as shall not have been sold or otherwise applied pursuant to the terms hereofhereof prior to such request, (y) Lender's security interest in and lien on such Pledged Collateral shall be simultaneously released upon the making of such request and (z) Lender shall, at Pledgor's expense, execute and/or deliver such documents as Pledgor shall reasonably request to evidence such release.