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

Continuing Security Interest; Transfer of Interest. This Pledge Agreement shall create a continuing security interest in the Collateral and, subject in each case to the terms and conditions under the Intercreditor Agreement and unless expressly released by the Administrative Agent (at the direction of the requisite Lenders), shall (i) remain in full force and effect until the Secured Obligations (including all Letter of Credit Obligations) are fully satisfied, all Letters of Credit have terminated or expired, all obligations of the Issuing Bank and the Lenders in respect of Letters of Credit have terminated or expired and the Commitments have terminated or expired, (ii) be binding upon the Pledgors, the Administrative Agent, the Secured Parties and their successors and assigns, and (iii) inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of and be binding upon, the Administrative Agent, the Secured Parties and their respective successors, transferees, and assigns. Upon the payment in full and termination of the Secured Obligations (including all Letter of Credit Obligations), the termination or expiration of all Letters of Credit, the termination or expiration of all obligations of the Issuing Bank and the Lenders in respect of Letters of Credit and the termination or expiration of the Commitments, the security interest granted hereby shall terminate and all rights to the Collateral shall revert to the Pledgors to the extent such Collateral shall not have been sold or otherwise applied pursuant to the terms hereof. Without limiting the generality of the foregoing clause, when any Lender assigns or otherwise transfers any interest held by it under the Credit Agreement or other Loan Document to any other Person pursuant to the terms of the Credit Agreement or other Loan Document, that other Person shall thereupon become vested with all the benefits held by such Lender under this Pledge Agreement. Upon any such termination, the Administrative Agent will, at the Borrower’s expense, deliver all Collateral to the Borrower, execute and deliver to the Borrower such documents as the Borrower shall reasonably request in writing and take any other actions reasonably requested to evidence or effect such termination.

Continuing Security Interest; Transfer of Interest. (a) This Pledge Agreement shall create a continuing security interest in the Pledged Collateral and, subject in each case to the terms and conditions under the Intercreditor Agreement and unless expressly released by the Administrative Agent (at the direction of the requisite Lenders)Collateral Trustee, shall (i) remain in full force and effect until the indefeasible payment in full in cash of, and termination of, the Secured Obligations (including all Letter of Credit Obligations) are fully satisfied, all Letters of Credit have terminated or expired, all obligations and the termination of the Issuing Bank and the Lenders in respect of Letters of Credit have terminated or expired and the Commitments have terminated or expiredunder each Master Debt Agreement, (ii) be binding upon the Pledgors, the Administrative AgentCollateral Trustee, the Secured Parties and their successors successors, and assigns, and (iii) inure, together with the rights and remedies of the Administrative Agent Collateral Trustee hereunder, to the benefit of and be binding upon, the Administrative AgentCollateral Trustee, and the Secured Parties and their respective successors, transferees, and assigns. Upon , and to the payment in full benefit of and termination of the Secured Obligations (including all Letter of Credit Obligations)be binding upon, the termination or expiration Swap Counterparties, and each of all Letters of Credit, the termination or expiration of all obligations of the Issuing Bank their respective successors and the Lenders in respect of Letters of Credit and the termination or expiration of the Commitments, the security interest granted hereby shall terminate and all rights to the Collateral shall revert to the Pledgors assigns only to the extent such Collateral shall not have been sold successors, transferees, and assigns of a Swap Counterparty is a Senior Lender or otherwise applied pursuant to the terms hereofan Affiliate of a Senior Lender. Without limiting the generality of the foregoing clause, when any Lender Secured Party assigns or otherwise transfers any interest held by it under the Credit either Master Debt Agreement or other Loan Master Debt Document (other than an Interest Hedge Agreement or a Hydrocarbon Hedge Agreement) to any other Person pursuant to the terms of the Credit applicable Master Debt Agreement or such other Loan Master Debt Document, that other Person shall thereupon become vested with all the benefits held by such Lender Secured Party under this Pledge Agreement. Upon Furthermore, when any such termination, the Administrative Agent will, at the Borrower’s expense, deliver all Collateral Swap Counterparty assigns or otherwise transfers any interest held by it under an Interest Hedge Agreement or a Hydrocarbon Hedge Agreement to any other Person pursuant to the Borrowerterms of such agreement, execute and deliver to that other Person shall thereupon become vested with all the Borrower benefits held by such documents as the Borrower shall reasonably request in writing and take any other actions reasonably requested to evidence Secured Party under this Pledge Agreement only if such Person is also then a Senior Lender or effect such terminationan Affiliate of a Senior Lender.

Continuing Security Interest; Transfer of Interest. This Pledge Security Agreement shall create a continuing security interest in the Collateral and, subject in each case to the terms and conditions under the Intercreditor Agreement and unless expressly released by the Administrative Agent (at the direction of the requisite Lenders)Collateral Trustee, shall (ia) remain in full force and effect until the Secured Obligations (including all Letter of Credit Obligations) are fully satisfied, all Letters of Credit have terminated or expired, all obligations of the Issuing Bank and the Lenders in respect of Letters of Credit have terminated or expired and the Commitments have terminated or expired, (ii) be binding upon the Pledgors, the Administrative Agent, the Secured Parties and their successors and assigns, and (iii) inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of and be binding upon, the Administrative Agent, the Secured Parties and their respective successors, transferees, and assigns. Upon the indefeasible payment in full and termination in cash of the Secured Obligations (including all Letter of Credit Obligations), the termination or expiration of all Letters of Credit, Credit and the termination or expiration of all obligations of the Issuing Bank Lender and the Senior Lenders in respect of Letters of Credit Credit, the termination of the Hedge Contracts with the Secured Parties and the termination or expiration of the Commitments, (b) be binding upon each Grantor and its successors, tranferees and assigns, and (c) inure, together with the security interest granted hereby shall terminate rights and all rights remedies of the Collateral Trustee hereunder, to the benefit of and be binding upon, the Collateral shall revert Trustee, the Issuing Lender, the Senior Lenders, the Subordinated Lenders, the Senior Administrative Agent and the Subordinated Administrative Agent and their respective successors, transferees, and assigns, and to the Pledgors benefit of and be binding upon, the Swap Counterparties, and each of their respective successors, transferees, and assigns to the extent such Collateral shall not have been sold successors, transferees, and assigns of a Swap Counterparty is a Senior Lender or otherwise applied pursuant to the terms hereofan Affiliate of a Senior Lender. Without limiting the generality of the foregoing clause, when any Senior Lender or Subordinated Lender assigns or otherwise transfers any interest held by it under the Credit Agreement Master Debt Agreements or other Loan Document Master Debt Documents to any other Person pursuant to the terms of the Credit Agreement Master Debt Agreements or such other Loan DocumentMaster Debt Documents, that other Person shall thereupon become vested with all the benefits held by such Senior Lender or such Subordinated Lender under this Pledge Security Agreement. Upon Notwithstanding the foregoing, when any such termination, the Administrative Agent will, at the Borrower’s expense, deliver all Collateral Swap Counterparty assigns or otherwise transfers any interest held by it under any Hedge Contract to any other Person pursuant to the Borrowerterms of such agreement, execute and deliver to that other Person shall thereupon become vested with all the Borrower benefits held by such documents as the Borrower shall reasonably request in writing and take any other actions reasonably requested to evidence Secured Party under this Security Agreement only if such Person is also then a Senior Lender or effect such terminationan Affiliate of a Senior Lender.

Continuing Security Interest; Transfer of Interest. This Pledge Security Agreement shall create a continuing security interest in the Collateral and, subject in each case to the terms and conditions under the Intercreditor Agreement and unless expressly released by the Administrative Agent (at the direction of the requisite Lenders)Agent, shall (ia) remain in full force and effect until the indefeasible payment in full in cash of the Secured Obligations (including all Letter of Credit Obligations) are fully satisfied), the termination or expiration of all Letters of Credit have terminated or expired, and the termination of all obligations of the Issuing Bank Lender and the Lenders in respect of Letters of Credit have terminated or expired Credit, the termination of the Hedge Contracts with the Secured Parties and the Commitments have terminated termination or expiredexpiration of the Commitments, (iib) be binding upon the Pledgorseach Grantor and its successors, the Administrative Agent, the Secured Parties and their successors tranferees and assigns, and (iiic) inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of and be binding upon, the Administrative Agent, the Secured Parties Issuing Lender, the Lenders, and their respective successors, transferees, and assigns. Upon , and to the payment in full benefit of and termination of the Secured Obligations (including all Letter of Credit Obligations)be binding upon, the termination or expiration Swap Counterparties, and each of all Letters of Credittheir respective successors, the termination or expiration of all obligations of the Issuing Bank transferees, and the Lenders in respect of Letters of Credit and the termination or expiration of the Commitments, the security interest granted hereby shall terminate and all rights to the Collateral shall revert to the Pledgors assigns to the extent such Collateral shall not have been sold successors, transferees, and assigns of a Swap Counterparty is a Lender or otherwise applied pursuant to the terms hereofan Affiliate of a Lender. Without limiting the generality of the foregoing clause, when any Lender assigns or otherwise transfers any interest held by it under the Credit Agreement or other Loan Document Documents to any other Person pursuant to the terms of the Credit Agreement or such other Loan DocumentDocuments, that other Person shall thereupon become vested with all the benefits held by such Lender under this Pledge Security Agreement. Upon Notwithstanding the foregoing, when any such termination, the Administrative Agent will, at the Borrower’s expense, deliver all Collateral Swap Counterparty assigns or otherwise transfers any interest held by it under any Hedge Contract to any other Person pursuant to the Borrowerterms of such agreement, execute and deliver to that other Person shall thereupon become vested with all the Borrower benefits held by such documents as the Borrower shall reasonably request in writing and take any other actions reasonably requested to evidence Secured Party under this Security Agreement only if such Person is also then a Lender or effect such terminationan Affiliate of a Lender.

Continuing Security Interest; Transfer of Interest. This Pledge Agreement shall create a continuing security interest in the Pledged Collateral and, subject in each case to the terms and conditions under the Intercreditor Agreement and unless expressly released by the Administrative Agent (at the direction of the requisite Lenders)Agent, shall (i) remain in full force and effect until payment in full of the Secured Obligations (including all Letter of Credit Obligations) are fully satisfied), the termination or expiration of all Letters of Credit have terminated or expired, and the termination of all obligations of the Issuing Bank and the Lenders in respect of Letters of Credit have terminated or expired Credit, and the Commitments have terminated termination or expiredexpiration of the Revolving Commitments, (ii) be binding upon the Pledgors, the Administrative Agent, the Secured Parties and their successors successors, and assigns, and (iii) inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of and be binding upon, the Administrative Agent, the Secured Parties and their respective successors, transferees, and assigns. Upon the payment in full and termination of the Secured Obligations (including all Letter of Credit Obligations), the termination or expiration of all Letters of Credit, the termination or expiration of all obligations of the Issuing Bank and the Lenders in respect of Letters of Credit and the termination or expiration of the Commitments, the security interest granted hereby shall terminate and all rights to the Pledged Collateral shall revert to the Pledgors to the extent such Pledged Collateral shall not have been sold or otherwise applied pursuant to the terms hereof. Without limiting the generality of the foregoing clause, when any Lender assigns or otherwise transfers any interest held by it under the Credit Agreement or other Loan Document to any other Person pursuant to the terms of the Credit Agreement or other Loan Document, that other Person shall thereupon become vested with all the benefits held by such Lender under this Pledge Agreement. Upon any such termination, the Administrative Agent will, at the Borrower’s Borrowers’ expense, deliver all Pledged Collateral to the BorrowerBorrowers, execute and deliver to the Borrower Borrowers such documents as the Borrower Borrowers shall reasonably request in writing and take any other actions reasonably requested to evidence or effect such termination.

Continuing Security Interest; Transfer of Interest. This Pledge Agreement shall create a continuing security interest in the Collateral and, subject in each case to the terms and conditions under the Intercreditor Agreement and unless expressly released by the Administrative Agent (at the direction of the requisite Lenders)Agent, shall (i) remain in full force and effect until the Secured Obligations (including all Letter of Credit Obligations) are fully satisfied, all Letters of Credit have terminated or expired, all obligations of the Issuing Bank and the Lenders in respect of Letters of Credit have terminated or expired and the Commitments have terminated or expired, (ii) be binding upon the Pledgors, the Administrative Agent, the Secured Parties and their successors and assigns, and (iii) inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of and be binding upon, the Administrative Agent, the Secured Parties and their respective successors, transferees, and assigns. Upon the payment in full and termination of the Secured Obligations (including all Letter of Credit Obligations), the termination or expiration of all Letters of Credit, the termination or expiration of all obligations of the Issuing Bank and the Lenders in respect of Letters of Credit and the termination or expiration of the Commitments, the security interest granted hereby shall terminate and all rights to the Collateral shall revert to the Pledgors to the extent such Collateral shall not have been sold or otherwise applied pursuant to the terms hereof. Without limiting the generality of the foregoing clause, when any Lender assigns or otherwise transfers any interest held by it under the Credit Agreement or other Loan Document to any other Person pursuant to the terms of the Credit Agreement or other Loan Document, that other Person shall thereupon become vested with all the benefits held by such Lender under this Pledge Agreement. Upon any such termination, the Administrative Agent will, at the Borrower’s expense, deliver all Collateral to the Borrower, execute and deliver to the Borrower such documents as the Borrower shall reasonably request in writing and take any other actions reasonably requested to evidence or effect such termination.

Continuing Security Interest; Transfer of Interest. This Pledge Agreement shall create a continuing security interest in the Pledged Collateral and, subject in each case to the terms and conditions under the Intercreditor Agreement and unless expressly released by the Administrative Agent (at the direction of the requisite Lenders)Collateral Agent, shall (i) remain in full force and effect until the Secured Obligations (including all Letter of Credit Obligations) are have been fully satisfiedand finally paid and discharged in full, all Letters of Credit have terminated or expired, all obligations of the Issuing Bank and the Participants in respect of Letters of Credit have terminated or expired and the Commitments have terminated or expired, (ii) be binding upon the Pledgors, the Collateral Agent, the Secured Parties and their successors and assigns, and (iii) inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of and be binding upon, the Collateral Agent, the Secured Parties and their respective successors, transferees, and assigns. Upon the indefeasible payment in full of the Secured Obligations (including all Letter of Credit Obligations), all Letters of Credit have terminated or expired, all obligations of the Issuing Bank and the Lenders in respect of Letters of Credit have terminated or expired and the Commitments have terminated or expired, (ii) be binding upon the Pledgors, the Administrative Agent, the Secured Parties and their successors and assigns, and (iii) inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of and be binding upon, the Administrative Agent, the Secured Parties and their respective successors, transferees, and assigns. Upon the payment in full and termination of the Secured Obligations (including all Letter of Credit Obligations), the termination or expiration of all Letters of Credit, the termination or expiration of all obligations of the Issuing Bank and the Lenders in respect of Letters of Credit and the termination or expiration of the Commitments, the security interest granted hereby shall terminate and all rights to the Pledged Collateral shall revert to the Pledgors to the extent such Pledged Collateral shall not have been sold or otherwise applied pursuant to the terms hereof. Without limiting the generality of the foregoing clause, when any Lender Secured Party assigns or otherwise transfers any interest held by it under the Credit Agreement or other Loan Document to any other Person pursuant to the terms of the Credit Agreement or other Loan Document, that other Person shall thereupon become vested with all the benefits held by such Lender Secured Party under this Pledge Agreement. Upon any such termination, the Administrative Collateral Agent will, at the Borrower’s expense, deliver all Pledged Collateral to the Borrower, execute and deliver to the Borrower such documents as the Borrower shall reasonably request in writing and take any other actions reasonably requested to evidence or effect such termination.

Continuing Security Interest; Transfer of Interest. This Pledge Agreement shall create a continuing security interest in the Pledged Collateral and, subject in each case to the terms and conditions under the Intercreditor Agreement and unless expressly released by the Administrative Agent (at the direction of the requisite Lenders)Agent, shall (i) remain in full force and effect until the all Secured Obligations (including all Letter of Credit Obligations) are fully satisfied, all Letters of Credit have terminated or expired, all other than obligations of the Issuing Bank and the Lenders in respect of Letters of Credit any Hedging Arrangement) have been paid in full and all Commitments have terminated or expired and in accordance with the Commitments have terminated or expiredterms of the Credit Agreement, (ii) be binding upon the Pledgors, the Administrative Agent, the Secured Parties and their successors and assigns, and (iii) inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of and be binding upon, the Administrative Agent, the Secured Parties and their respective successors, transferees, and assigns. Upon the payment such time as all Secured Obligations (other than obligations in respect of any Hedging Arrangement) have been paid in full and termination all Commitments have terminated or expired in accordance with the terms of the Secured Obligations (including all Letter of Credit Obligations), the termination or expiration of all Letters of Credit, the termination or expiration of all obligations of the Issuing Bank and the Lenders in respect of Letters of Credit and the termination or expiration of the CommitmentsAgreement, the security interest granted hereby shall terminate and and, subject to the terms of the Intercreditor Agreement, all rights to the Pledged Collateral shall revert to the Pledgors to the extent such Pledged Collateral shall not have been sold or otherwise applied pursuant to the terms hereof. Without limiting the generality of the foregoing clause, when any Lender Secured Party assigns or otherwise transfers any interest held by it under the Credit Agreement or any other Loan Credit Document to any other Person pursuant to the terms of the Credit Agreement or such other Loan Credit Document, that such other Person shall thereupon become vested with all the benefits held by such Lender Secured Party under this Pledge Agreement. Upon any such termination, the Administrative Agent will, at the Borrower’s Pledgors’ expense, subject to the terms of the Intercreditor Agreement, deliver all Pledged Collateral to the BorrowerPledgors, execute and deliver to the Borrower Pledgors such documents as the Borrower Pledgors shall reasonably request in writing and take any other actions reasonably requested to evidence or effect such termination.

Continuing Security Interest; Transfer of Interest. This Second Pledge Agreement shall create a continuing security interest in the Pledged Collateral and, subject in each case to the terms and conditions under the Intercreditor Agreement and unless expressly released by the Administrative Agent (at the direction of the requisite Lenders)Secured Party, shall (i) remain in full force and effect until payment in full and termination of the Secured Obligations (including all Letter of Credit Obligations) are fully satisfied, all Letters of Credit have terminated or expired, all obligations of the Issuing Bank and the Lenders in respect of Letters of Credit have terminated or expired and the Commitments have terminated or expired, (ii) be binding upon the PledgorsPledgor, Secured Party, the Administrative Agent, the Secured Parties Lenders and their successors successors, and assigns, and (iii) inure, together with the rights and remedies of the Administrative Agent Secured Party hereunder, to the benefit of and be binding upon, the Administrative AgentSecured Party, the Secured Parties Lenders and their respective successors, transferees, and assigns. Upon the payment in full and termination of the Secured Obligations (including all Letter of Credit Obligations), the termination or expiration of all Letters of Credit, the termination or expiration of all obligations of the Issuing Bank and the Lenders in respect of Letters of Credit and the termination or expiration of the Commitments, the security interest granted hereby shall terminate and all rights to the Pledged Collateral shall revert to the Pledgors Pledgor to the extent such Pledged Collateral shall not have been sold or otherwise applied pursuant to the terms hereof. Without limiting the generality of the foregoing clause, when any Lender assigns or otherwise transfers any interest held by it under the Subordinated Credit Agreement or other Subordinated Loan Document to any other Person pursuant to the terms of the Subordinated Credit Agreement or other Subordinated Loan Document, that other Person shall thereupon become vested with all the benefits held by such Lender under this Second Pledge Agreement. Upon any such termination, the Administrative Agent Secured Party will, at the Borrower’s Pledgor's expense, deliver all Pledged Collateral to the BorrowerPledgor, execute and deliver to the Borrower Pledgor such documents as the Borrower Pledgor shall reasonably request in writing and take any other actions reasonably requested to evidence or effect such termination.

Continuing Security Interest; Transfer of Interest. This Pledge Agreement constitutes for all purposes an amendment to the Original Security Agreement and not a new or substitute agreement or a novation of the Original Security Agreement. This Security Agreement shall continue the security interests created by the Original Security Agreement and to the extent not so continued create a continuing security interest in the Collateral and, subject in each case to the terms and conditions under the Intercreditor Agreement and unless expressly released by the Administrative Agent (at the direction of the requisite Lenders), shall (ia) remain in full force and effect until the Secured Obligations (including all Letter of Credit Obligations) are fully satisfied, all Letters of Credit have terminated or expired, all obligations payment in full and termination of the Issuing Bank and the Lenders in respect of Letters of Credit have terminated or expired and the Commitments have terminated or expiredSecured Obligations, (iib) be binding upon the PledgorsPledgor, the Administrative Agentits successors, the Secured Parties and their successors and assigns, and (iiic) inure, together with the rights and remedies of the Administrative Agent Secured Party hereunder, to the benefit of and be binding upon, the Administrative AgentSecured Party, the Secured Parties Lenders, any Lender XXX Providers and their respective successors, transferees, and assigns. Without limiting the generality of the foregoing clause, (a) when the Secured Party or any Lender assigns or otherwise transfers any interest held by it under the Credit Agreement or other Credit Document to any other Person pursuant to the terms of the Credit Agreement or other Credit Document, that other Person shall thereupon become vested with all the benefits held by the Secured Party or such Lender under this Security Agreement and (b) when any Lender XXX Provider assigns or otherwise transfers any interest held by it under the Lender Interest Rate Agreement to any other Person pursuant to the terms of such agreement, that other Person shall thereupon become vested with all the benefits held by such Lender XXX Provider under this Security Agreement. Upon the payment in full and termination of the Secured Obligations (including all Letter of Credit Obligations), the termination or expiration of all Letters of Credit, the termination or expiration of all obligations of the Issuing Bank and the Lenders in respect of Letters of Credit and the termination or expiration of the Commitments, the security interest granted hereby shall terminate and all rights to the Collateral shall revert to the Pledgors Pledgor to the extent such Collateral shall not have been sold or otherwise applied pursuant to the terms hereof. Without limiting the generality of the foregoing clause, when any Lender assigns or otherwise transfers any interest held by it under the Credit Agreement or other Loan Document to any other Person pursuant to the terms of the Credit Agreement or other Loan Document, that other Person shall thereupon become vested with all the benefits held by such Lender under this Pledge Agreement. Upon any such termination, the Administrative Agent Secured Party will, at the BorrowerPledgor’s expense, deliver all Collateral to the BorrowerPledgor, execute and deliver to the Borrower Pledgor such documents as the Borrower Pledgor shall reasonably request in writing and take any other actions reasonably requested to evidence or effect such termination.

Continuing Security Interest; Transfer of Interest. This Pledge -------------------------------------------------- Agreement shall create a continuing security interest in the Pledged Collateral and, subject in each case to the terms and conditions under the Intercreditor Agreement and unless expressly released by the Administrative Agent (at the direction of the requisite Lenders), shall (ia) remain in full force and effect until payment in full and termination of the Secured Obligations (including all Letter of Credit Obligations) are fully satisfied, all Letters of Credit have terminated or expired, all obligations of the Issuing Bank and the Lenders in respect of Letters of Credit have terminated or expired and the Commitments have terminated or expired, (iib) be binding upon the PledgorsPledgor, the Administrative Agent, the Secured Parties and their his successors and assigns, and (iiic) inure, together with the rights and remedies of the Administrative Agent Secured Party hereunder, to the benefit of and be binding upon, the Administrative Agent, the Secured Parties Party and their its respective successors, transferees, and assigns. Secured Party, and its successors and assigns, may collaterally assign this Pledge Agreement and its rights, in whole or in part, under this Pledge Agreement to Landlord as collateral for Secured Party's obligations under the Lease, and Landlord can in turn collaterally assign the same as collateral for any credit facility secured in whole or in part by any of the Properties, and Pledgor hereby irrevocably consents and agrees to the same. Upon such collateral assignment: (i) this Pledge Agreement shall inure to the benefit of the Landlord and the lender or lenders providing such credit facility, and Pledgor shall send Landlord and such lender or lenders a copy of any notice sent by Pledgor to Secured Party under this Pledge Agreement, and Landlord and such lender or lenders shall have the right, but not the obligation to take any action of Secured Party under this Pledge Agreement and (ii) no material amendment, material modification or termination of this Pledge Agreement shall be effective or binding without the written consent of Landlord and such lender or lenders and all such actions taken without such consents shall be void. Upon the payment in full and termination of the Secured Obligations (including all Letter of Credit Obligations), the termination or expiration of all Letters of Credit, the termination or expiration of all obligations of the Issuing Bank and the Lenders in respect of Letters of Credit and the termination or expiration of the Commitments, the security interest granted hereby shall terminate and all rights to the Pledged Collateral shall revert to the Pledgors Pledgor to the extent such Pledged Collateral shall not have been sold or otherwise applied pursuant to the terms hereof. Without limiting the generality of the foregoing clause, when any Lender assigns or otherwise transfers any interest held by it under the Credit Agreement or other Loan Document to any other Person pursuant to the terms of the Credit Agreement or other Loan Document, that other Person shall thereupon become vested with all the benefits held by such Lender under this Pledge Agreement. Upon any such termination, the Administrative Agent Secured Party will, at the Borrower’s Pledgor's expense, deliver all Pledged Collateral to the BorrowerPledgor, execute and deliver to the Borrower Pledgor such documents as the Borrower Pledgor shall reasonably request in writing and take any other actions reasonably requested to evidence or effect such termination.

Continuing Security Interest; Transfer of Interest. This Pledge Agreement shall create a continuing security interest in the Pledged Collateral and, subject in each case to the terms and conditions under the Intercreditor Agreement and unless expressly released by the Administrative Agent (at the direction of the requisite Lenders), shall (ia) remain in full force and effect until the indefeasible payment in full and termination of the Secured Obligations (including all Letter of Credit Obligations) are fully satisfied, all Letters of Credit have terminated or expired, all obligations of the Issuing Bank and the Lenders in respect of Letters of Credit have terminated or expired and the Commitments have terminated or expiredother than indemnification obligations), (iib) be binding upon the PledgorsPledgor, the Administrative Agentits successors, the Secured Parties and their successors and assigns, and (iiic) inure, together with the rights and remedies of the Administrative Agent Secured Party hereunder, to the benefit of and be binding upon, the Administrative Agent, Secured Party and the Secured Parties other Noteholders and their respective successors, transferees, and assigns. Without limiting the generality of the foregoing clause, when the Secured Party or such other Noteholder assigns or otherwise transfers any interest held by it under the Note Purchase Agreement or any other Financing Document (as defined in the Intercreditor Agreement) to any other Person pursuant to the terms of the Note Purchase Agreement or any other Financing Document (as defined in the Intercreditor Agreement) that other Person shall thereupon become vested with all the benefits held by the Secured Party or such Noteholder under this Pledge Agreement. Upon the payment in full and termination of the Secured Obligations (including all Letter of Credit Obligations), the termination or expiration of all Letters of Credit, the termination or expiration of all obligations of the Issuing Bank and the Lenders in respect of Letters of Credit and the termination or expiration of the Commitments, the security interest granted hereby shall terminate and all rights to the Pledged Collateral shall revert to the Pledgors Pledgor to the extent such Pledged Collateral shall not have been sold or otherwise applied pursuant to the terms hereof. Without limiting the generality of the foregoing clause, when any Lender assigns or otherwise transfers any interest held by it under the Credit Agreement or other Loan Document to any other Person pursuant to the terms of the Credit Agreement or other Loan Document, that other Person shall thereupon become vested with all the benefits held by such Lender under this Pledge Agreement. Upon any such termination, the Administrative Agent Secured Party will, at the Borrower’s Pledgor's expense, deliver all Pledged Collateral to the BorrowerPledgor, execute and deliver to the Borrower Pledgor such documents as the Borrower Pledgor shall reasonably request in writing and take any other actions reasonably requested to evidence or effect such termination.

Continuing Security Interest; Transfer of Interest. This Pledge Agreement shall create a continuing security interest in the Pledged Collateral and, subject in each case to the terms and conditions under the Intercreditor Agreement and unless expressly released by the Administrative Agent (at the direction of the requisite Lenders)Collateral Agent, shall (i) remain in full force and effect until the Secured Obligations (including all Letter of Credit Obligations) are fully satisfied, all Letters of Credit have terminated or expired, all obligations of the Issuing Bank and the Lenders Participants in respect of Letters of Credit have terminated or expired and the Commitments have terminated or expired, (ii) be binding upon the Pledgors, the Administrative Collateral Agent, the Secured Parties and their successors and assigns, and (iii) inure, together with the rights and remedies of the Administrative Collateral Agent hereunder, to the benefit of and be binding upon, the Administrative Collateral Agent, the Secured Parties and their respective successors, transferees, and assigns. Upon the payment in full and termination of the Secured Obligations (including all Letter of Credit Obligations), the termination or expiration of all Letters of Credit, the termination or expiration of all obligations of the Issuing Bank and the Lenders in respect of Letters of Credit and the termination or expiration of the Commitments, the security interest granted hereby shall terminate and all rights to the Pledged Collateral shall revert to the Pledgors to the extent such Pledged Collateral shall not have been sold or otherwise applied pursuant to the terms hereof. Without limiting the generality of the foregoing clause, when any Lender Participant assigns or otherwise transfers any interest held by it under the Credit Agreement or other Loan Document to any other Person pursuant to the terms of the Credit Agreement or other Loan Document, that other Person shall thereupon become vested with all the benefits held by such Lender Participant under this Pledge Agreement. Upon any such termination, the Administrative Collateral Agent will, at the Borrower’s expense, deliver all Pledged Collateral to the Borrower, execute and deliver to the Borrower such documents as the Borrower shall reasonably request in writing and take any other actions reasonably requested to evidence or effect such termination.