Common use of Delivery, Etc Clause in Contracts

Delivery, Etc. (a) The Pledgor shall deliver or promptly cause to be delivered to the Bank: (i) all certificates representing or evidencing the Pledged Stock which shall be accompanied by undated and irrevocable stock powers duly executed in blank by the Pledgor and a Regulation U purpose statement duly executed by the Pledgor relating to the initial Advance; and (ii) all other property, instruments and papers comprising, representing or evidencing the Collateral or any part thereof accompanied by proper instruments of assignment or endorsement duly executed by the Pledgor. (b) Notwithstanding anything to the contrary in this Agreement or any other Financing Document, the Pledgor may from time to time at the Pledgor’s option exchange the certificates or instruments representing or evidencing the Pledged Stock for certificates or instruments of smaller or larger denominations; provided, however, that any such exchange shall be for equivalent value, shall be reasonably acceptable to the Bank, and shall not result in the replacement or exchange of non-Rule 144 stock for Rule 144 stock. The Pledgee acknowledges and agrees that if the market value of the Pledged Stock at any time exceeds the Collateral Amount, the Pledgor may from time to time at the Pledgor’s option (but not more than once every calendar quarter) exchange the certificates or instruments representing or evidencing the Pledged Stock for certificates or instruments of a smaller aggregate denomination such that the Pledgee shall not hold and be in possession of Pledged Stock with a market value in excess of the Collateral Amount. The Pledgee shall have Security Interests in the Pledged Stock and no other stock of Choice Hotels or other stock, partnership interest or other ownership interest in any entity owned by the Pledgor. The Pledgee shall, from time to time, at no expense to the Pledgee, execute, deliver and acknowledge any statement, assignment, instrument, paper, agreement or other document reasonably requested by the Pledgor to acknowledge or evidence any of the foregoing in this Section 2.3(b).

Delivery, Etc. (a) The Pledgor shall deliver or promptly cause to be delivered to the Bank: (i) all certificates representing or evidencing the Pledged Stock which shall be accompanied by undated and irrevocable stock powers duly executed in blank by the Pledgor and a Regulation U purpose statement duly executed by the Pledgor relating to the initial Advance; and (ii) all other property, instruments and papers comprising, representing or evidencing the Collateral or any part thereof accompanied by proper instruments of assignment or endorsement duly executed by the Pledgor. (b) Notwithstanding anything to the contrary in this Agreement or any other Financing Document, the Pledgor may from time to time at the Pledgor’s option exchange the certificates or instruments representing or evidencing the Pledged Stock for certificates or instruments of smaller or larger denominations; provided, however, that any such exchange shall be for equivalent value, shall be reasonably acceptable to the Bank, and shall not result in the replacement or exchange of non-Rule 144 stock for Rule 144 stock. The Pledgee acknowledges and agrees that if the market value of the Pledged Stock at any time exceeds the Collateral Amount, the Pledgor may from time to time at the Pledgor’s option (but not more than once every calendar quarter) exchange the certificates or instruments representing or evidencing the Pledged Stock for certificates or instruments of a smaller aggregate denomination such that the Pledgee shall not hold and be in possession of Pledged Stock with a market value in excess of the Collateral Amount. , The Pledgee shall have Security Interests in the Pledged Stock and no other stock of Choice Hotels or other stock, partnership interest or other ownership interest in any entity owned by the Pledgor. The Pledgee shall, from time to time, at no expense to the Pledgee, execute, deliver and acknowledge any statement, assignment, instrument, paper, agreement or other document reasonably requested by the Pledgor to acknowledge or evidence any of the foregoing in this Section 2.3(b).