Common use of Delivery of Certain Collateral Clause in Contracts

Delivery of Certain Collateral. Contemporaneously or prior to the execution of this Agreement, each Debtor shall deliver or cause to be delivered to the Agent (a) any and all certificates and other instruments representing or evidencing the Pledged Securities unless such certificates and other instruments representing or evidencing the Pledged Securities have previously been delivered to the Agent pursuant to the Security Agreement by and among the Company and the Agent, dated June 12, 2008, and (b) any and all certificates and other instruments or documents representing any of the other Collateral, in each case, together with all Necessary Endorsements. The Debtors are, contemporaneously with the execution hereof, delivering to Agent, or have previously delivered to Agent, a true and correct copy of each Organizational Document governing any of the Pledged Securities. Throughout the term of this Agreement, so long as no Event of Default is incurred and continuing, the Debtors shall have the right to vote the Pledged Securities in all matters presented to the stockholders of the Pledge Securities for vote thereon, except in a manner inconsistent with the terms of this Agreement or detrimental to the interests of the Secured Parties. The Agent shall hold the Pledged Securities in the form in which the same are delivered herewith, unless there shall occur an Event of Default. To the extent that the Agent shall not previously have taken, acquired, sold, transferred, disposed of or otherwise realized value on the Pledged Securities in accordance with this Agreement, on the date on which the Obligations have been indefeasibly discharged or satisfied in full, any remaining security interest in the Pledged Securities shall automatically terminate, cease to exist and be released, and the Secured Parties shall forthwith return any remaining Pledged Securities to the Company and irrevocably release such Pledge Securities.

Delivery of Certain Collateral. Contemporaneously or prior to the execution of this Agreement, each Debtor shall deliver or cause to be delivered to the Agent Secured Parties (a) any and all certificates and other instruments representing or evidencing the Pledged Securities unless such certificates and other instruments representing or evidencing the Pledged Securities have previously been delivered to the Agent pursuant to the Security Agreement by and among the Company and the Agent, dated June 12, 2008Securities, and (b) any and all certificates and other instruments or documents representing any of the other Collateral, in each case, together with all Necessary Endorsements. The Debtors are, contemporaneously with the execution hereof, delivering to Agentthe Secured Parties, or have previously delivered to Agentthe Secured Parties, a true and correct copy of each Organizational Document governing any of the Pledged Securities. Throughout the term of this Agreement, so long as no Event of Default is incurred and continuing, the Debtors shall have the right to vote the Pledged Securities in all matters presented to the stockholders of the Pledge Securities for vote thereon, except in a manner inconsistent with the terms of this Agreement or detrimental to the interests of the Secured Parties. The Agent Secured Parties shall hold the Pledged Securities in the form in which the same are delivered herewith, unless there shall occur an Event of Default. To the extent that the Agent Secured Parties shall not previously have taken, acquired, sold, transferred, disposed of or otherwise realized value on the Pledged Securities in accordance with this Agreement, on the date on which the Obligations have been indefeasibly discharged or satisfied in full, any remaining security interest in the Pledged Securities shall automatically terminate, cease to exist and be released, and the Secured Parties shall forthwith return any remaining Pledged Securities to the Company and irrevocably release such Pledge Securities.

Delivery of Certain Collateral. Contemporaneously or prior to the execution of this Agreement, each Debtor shall deliver or cause to be delivered to the Agent (a) any and all certificates and other instruments representing or evidencing the Pledged Securities unless such certificates and other instruments representing or evidencing the Pledged Securities have previously been delivered to the Agent pursuant to the Security Agreement by and among the Company and the Agent, dated June 12, 2008Securities, and (b) any and all certificates and other instruments or documents representing any of the other Collateral, in each case, together with all Necessary Endorsements. The Debtors are, contemporaneously with the execution hereof, delivering to Agent, or have previously delivered to Agent, a true and correct copy of each Organizational Document governing any of the Pledged Securities. Throughout the term of this Agreement, so long as no Event of Default is incurred and continuing, the Debtors shall have the right to vote the Pledged Securities in all matters presented to the stockholders of the Pledge Securities for vote thereon, except in a manner inconsistent with the terms of this Agreement or detrimental to the interests of the Secured Parties. The Agent Secured Parties shall hold the Pledged Securities in the form in which the same are delivered herewith, unless there shall occur an Event of Default. To the extent that the Agent Secured Party shall not previously have taken, acquired, sold, transferred, disposed of or otherwise realized value on the Pledged Securities in accordance with this Agreement, on the date on which the Obligations have been indefeasibly discharged or satisfied in full, any remaining security interest in the Pledged Securities shall automatically terminate, cease to exist and be released, and the Secured Parties shall forthwith return any remaining Pledged Securities to the Company and irrevocably release such Pledge Securities.

Delivery of Certain Collateral. Contemporaneously or prior (a) On the Closing Date, each Original Lien Grantor is delivering to the execution of this AgreementCollateral Agent as Collateral hereunder all Instruments (if any) then owned by such Original Lien Grantor. (b) On the date it signs and delivers its Security Agreement Supplement, each Debtor shall Lien Grantor (other than an Original Lien Grantor) will deliver to the Collateral Agent as Collateral hereunder all Instruments (if any) then owned by such Lien Grantor. (c) After the Closing Date (in the case of an Original Lien Grantor) or cause the date of its Security Agreement Supplement (in the case of any other Lien Grantor), if any Lien Grantor receives any Instrument in which a security interest is granted pursuant to Section 2 hereof or pursuant to any Security Agreement Supplement signed by it, such Lien Grantor will immediately deliver such Instrument to the Collateral Agent to be held by it as Collateral hereunder; provided that no Lien Grantor shall be required to deliver to the Collateral Agent any Instrument if, after giving effect thereto, the aggregate value of all Instruments owned by the Lien Grantors and not delivered to the Collateral Agent would not exceed $100,000. (ad) any and all certificates and other instruments representing or evidencing Notwithstanding the Pledged Securities unless such certificates and other instruments representing or evidencing the Pledged Securities have previously been delivered to the Agent pursuant to the Security Agreement by and among the Company and the Agent, dated June 12, 2008, and (b) any and all certificates and other instruments or documents representing any of the other Collateral, in each case, together with all Necessary Endorsements. The Debtors are, contemporaneously with the execution hereof, delivering to Agent, or have previously delivered to Agent, a true and correct copy of each Organizational Document governing any of the Pledged Securities. Throughout the term of this Agreementforegoing, so long as no Event of Default is incurred shall have occurred and be continuing, the Debtors shall have the right Collateral Agent shall, promptly upon request by any Lien Grantor, make appropriate arrangements for making any Instrument pledged by such Lien Grantor hereunder available to vote the Pledged Securities in all matters presented it for purposes of presentation, collection or renewal (any such arrangement to be effected, to the stockholders extent deemed appropriate by the Collateral Agent, against trust receipt or like document). (e) All Pledged Instruments delivered to the Collateral Agent hereunder will be endorsed to the order of the Pledge Securities for vote thereonCollateral Agent, except or accompanied by duly executed instruments of assignment, all in a manner inconsistent with the terms of this Agreement or detrimental form and substance satisfactory to the interests of the Secured Parties. The Agent shall hold the Pledged Securities in the form in which the same are delivered herewith, unless there shall occur an Event of Default. To the extent that the Agent shall not previously have taken, acquired, sold, transferred, disposed of or otherwise realized value on the Pledged Securities in accordance with this Agreement, on the date on which the Obligations have been indefeasibly discharged or satisfied in full, any remaining security interest in the Pledged Securities shall automatically terminate, cease to exist and be releasedCollateral Agent, and the Secured Parties shall forthwith return accompanied by any remaining Pledged Securities to the Company and irrevocably release such Pledge Securitiesrequired transfer tax stamps.

Delivery of Certain Collateral. Contemporaneously or prior (a) On the Closing Date, each Grantor is delivering to the execution of this Agreement, each Debtor shall deliver Collateral Agent as Collateral hereunder all stock certificates or cause to be other certificates representing Equity Interests in other Persons then owned by it and not previously delivered to the "Collateral Agent" under the Existing Credit Facilities. All such previously delivered certificates held on the Closing Date by such "Collateral Agent" shall be deemed held by the Collateral Agent (a) any and all certificates and other instruments representing or evidencing the Pledged Securities unless such certificates and other instruments representing or evidencing the Pledged Securities have previously been delivered to the Agent pursuant to the Security Agreement by and among the Company and the Agent, dated June 12, 2008, and hereunder. (b) After the Closing Date, if any and all certificates and Grantor receives (i) any stock certificate or other instruments certificate representing Equity Interests in another Person then owned by it or documents representing (ii) any of the other CollateralInstrument, in each case, together with all Necessary Endorsements. The Debtors are, contemporaneously with the execution which a security interest is granted pursuant to Section 3 hereof, delivering such Grantor will immediately deliver such certificate or Instrument to Agent, or have previously delivered the Collateral Agent to Agent, a true and correct copy of each Organizational Document governing any of be held by it as Collateral hereunder. (c) Notwithstanding the Pledged Securities. Throughout the term of this Agreementforegoing, so long as no Event of Default is incurred shall have occurred and be continuing, the Debtors shall have the right to vote the Pledged Securities in all matters presented to the stockholders of the Pledge Securities each Grantor may retain for vote thereon, except in a manner inconsistent with the terms of this Agreement or detrimental to the interests of the Secured Parties. The Agent shall hold the Pledged Securities collection in the form in which the same are delivered herewith, unless there shall occur an Event of Default. To the extent that the Agent shall not previously have taken, acquired, sold, transferred, disposed of or otherwise realized value on the Pledged Securities in accordance with this Agreement, on the date on which the Obligations have been indefeasibly discharged or satisfied in full, ordinary course any remaining security interest Instruments received by it in the Pledged Securities shall automatically terminate, cease to exist and be releasedordinary course of business, and the Secured Parties shall forthwith return Collateral Agent shall, promptly upon request by such Grantor, make appropriate arrangements for making any remaining Pledged Securities other Instrument pledged by such Grantor hereunder available to it for purposes of presentation, collection or renewal (any such arrangement to be effected, to the Company extent deemed appropriate by the Collateral Agent, against trust receipt or like document). (d) All Pledged Equity Securities delivered to the Collateral Agent hereunder will be delivered in suitable form for transfer by delivery, or accompanied by duly executed instruments of transfer or assignment in blank, all in form and irrevocably release such Pledge Securitiessubstance satisfactory to the Collateral Agent. All Pledged Instruments delivered to the Collateral Agent hereunder will be endorsed to the order of the Collateral Agent, or accompanied by duly executed instruments of assignment, all in form and substance satisfactory to the Collateral Agent.

Delivery of Certain Collateral. Contemporaneously If a direct or prior to indirect subsidiary of the execution Debtor is formed, the Debtor shall take all actions required by Section 3.15 of the Purchase Agreement and/or Section 4(ii) of this AgreementAgreement within five (5) business days of such formation. In each case, each the Debtor shall deliver or cause to be delivered to the Collateral Agent (a) any and all certificates and other instruments representing or evidencing the Pledged Securities unless such certificates and other instruments representing or evidencing the Pledged Securities have previously been delivered to the Agent pursuant to the Security Agreement by and among the Company and the Agent, dated June 12, 2008Securities, and (b) any and all certificates and other instruments or documents representing any of the other Collateral, in each case, together with all Necessary Endorsements. The Debtors are, contemporaneously with Debtor shall deliver to the execution hereof, delivering to Agent, or have previously delivered to Agent, a Collateral Agent true and correct copy of each Organizational Document governing any of the Pledged Securities. Throughout the term of this Agreement, so long as no Event of Default is incurred uncured and continuing, the Debtors Debtor shall have the right to vote the Pledged Securities in all matters presented to the stockholders of the Pledge Securities for vote thereon, except in a manner inconsistent with the terms of this Agreement or detrimental to the interests of the Secured PartiesInvestors. The Collateral Agent shall hold the Pledged Securities in the form in which the same are delivered herewith, unless there shall occur an Event of Default. To the extent that the Collateral Agent (or the Investors) shall not previously have taken, acquired, sold, transferred, disposed of or otherwise realized value on the Pledged Securities in accordance with this Agreement, on the date on which the Obligations have been indefeasibly discharged or satisfied in fulldischarged, any remaining security interest in the Pledged Securities shall automatically terminate, cease to exist and be released, and the Secured Parties Collateral Agent shall forthwith return any remaining Pledged Securities to the Company and irrevocably release such Pledge Securitiesshares from collateral.

Delivery of Certain Collateral. Contemporaneously or prior to the execution of this Agreement, each Debtor shall deliver or cause to be delivered to the Agent (a) any and all certificates and other instruments representing or evidencing On the Pledged Securities unless such certificates and other instruments representing or evidencing the Pledged Securities have previously been delivered Closing Date, each Original Lien Grantor is delivering to the Collateral Agent as Collateral hereunder all stock certificates or other certificates representing Equity Interests in other Persons then owned by it, provided that such delivery will be deemed to be made to the extent any such certificate is already held by Xxxxxx in its capacity as collateral agent under the Pre-Petition Senior Credit Agreement and DIP Facility. (b) On the date it signs and delivers its Security Agreement Supplement, each Lien Grantor (other than an Original Lien Grantor) will deliver to the Collateral Agent as Collateral hereunder all stock certificates or other certificates representing Equity Interests in other Persons then owned by it. (c) After the Closing Date (in the case of an Original Lien Grantor) or the date of its Security Agreement Supplement (in the case of any other Lien Grantor), if any Lien Grantor receives (i) any stock certificate or other certificate representing Equity Interests in another Person then owned by it or (ii) any Instrument, in each case in which a security interest is granted pursuant to Section 3 hereof or pursuant to the Security Agreement Supplement signed by and among it, such Lien Grantor will immediately deliver such certificate or Instrument to the Company and Collateral Agent to be held by it as Collateral hereunder. (d) Notwithstanding the Agent, dated June 12, 2008, and (b) any and all certificates and other instruments or documents representing any of the other Collateral, in each case, together with all Necessary Endorsements. The Debtors are, contemporaneously with the execution hereof, delivering to Agent, or have previously delivered to Agent, a true and correct copy of each Organizational Document governing any of the Pledged Securities. Throughout the term of this Agreementforegoing, so long as no Event of Default is incurred shall have occurred and be continuing, the Debtors shall have the right to vote the Pledged Securities in all matters presented to the stockholders of the Pledge Securities each Lien Grantor may retain for vote thereon, except in a manner inconsistent with the terms of this Agreement or detrimental to the interests of the Secured Parties. The Agent shall hold the Pledged Securities collection in the form in which the same are delivered herewith, unless there shall occur an Event of Default. To the extent that the Agent shall not previously have taken, acquired, sold, transferred, disposed of or otherwise realized value on the Pledged Securities in accordance with this Agreement, on the date on which the Obligations have been indefeasibly discharged or satisfied in full, ordinary course any remaining security interest Instruments received by it in the Pledged Securities shall automatically terminate, cease to exist and be releasedordinary course of business, and the Secured Parties shall forthwith return Collateral Agent shall, promptly upon request by such Lien Grantor, make appropriate arrangements for making any remaining Pledged Securities other Instrument pledged by such Lien Grantor hereunder available to it for purposes of presentation, collection or renewal (any such arrangement to be effected, to the Company extent deemed appropriate by the Collateral Agent, against trust receipt or like document). (e) All Pledged Equity Securities delivered to the Collateral Agent hereunder will be delivered in suitable form for transfer by delivery, or accompanied by duly executed instruments of transfer or assignment in blank, all in form and irrevocably release such Pledge Securitiessubstance satisfactory to the Collateral Agent. All Pledged Instruments delivered to the Collateral Agent hereunder will be endorsed to the order of the Collateral Agent, or accompanied by duly executed instruments of assignment, all in form and substance satisfactory to the Collateral Agent.

Delivery of Certain Collateral. Contemporaneously or prior to the execution of this Agreement, each Debtor shall deliver or cause to be delivered to the Agent (a) any and all certificates and other instruments representing or evidencing the Pledged Securities unless such certificates and other instruments representing or evidencing the Pledged Securities have previously been delivered to the Agent pursuant to the Security Agreement by and among the Company and the Agent, dated June 12, 2008Pledged, and (b) any and all certificates and other instruments or documents representing any of the other Collateral, in each case, together with all Necessary Endorsements. The Debtors are, contemporaneously with the execution hereof, delivering to Agent, or have previously delivered to Agent, a true and correct copy of each Organizational Document governing any of the Pledged Securities. Throughout the term of this Agreement, so long as no Event of Default is incurred and continuing, the Debtors shall have the right to vote the Pledged Securities in all matters presented to the stockholders of the Pledge Securities for vote thereon, except in a manner inconsistent with the terms of this Agreement or detrimental to the interests of the Secured Parties. The Agent shall hold the Pledged Securities in the form in which the same are delivered herewith, unless there shall occur an Event of Default. To the extent that the Agent shall not previously have taken, acquired, sold, transferred, disposed of or otherwise realized value on the Pledged Securities in accordance with this Agreement, on the date on which the Obligations have been indefeasibly discharged or satisfied in full, any remaining security interest in the Pledged Securities shall automatically terminate, cease to exist and be released, and the Secured Parties shall forthwith return any remaining Pledged Securities to the Company and irrevocably release such Pledge Securities.

Delivery of Certain Collateral. Contemporaneously or prior to the execution of this Agreement, each Debtor shall deliver or cause to be delivered to the Agent (a) any and all certificates and other instruments representing or evidencing On the Pledged Securities unless such certificates and other instruments representing or evidencing the Pledged Securities have previously been delivered Closing Date, each Original Lien Grantor is delivering to the Collateral Agent as Collateral hereunder all stock certificates or other certificates representing Equity Interests in other Persons then owned by it and not previously delivered. (b) On the date it signs and delivers its Security Agreement Supplement, each Lien Grantor (other than an Original Lien Grantor) will deliver to the Collateral Agent as Collateral hereunder all stock certificates or other certificates representing Equity Interests in other Persons then owned by it. (c) After the Closing Date (in the case of an Original Lien Grantor) or the date of its Security Agreement Supplement (in the case of any other Lien Grantor), if any Lien Grantor receives (i) any stock certificate or other certificate representing Equity Interests in another Person then owned by it or (ii) any Instrument, in which a security interest is granted pursuant to Section 3 hereof or pursuant to the Security Agreement Supplement signed by and among it, such Lien Grantor will immediately deliver such certificate or Instrument to the Company and Collateral Agent to be held by it as Collateral hereunder. (d) Notwithstanding the Agent, dated June 12, 2008, and (b) any and all certificates and other instruments or documents representing any of the other Collateral, in each case, together with all Necessary Endorsements. The Debtors are, contemporaneously with the execution hereof, delivering to Agent, or have previously delivered to Agent, a true and correct copy of each Organizational Document governing any of the Pledged Securities. Throughout the term of this Agreementforegoing, so long as no Event of Default is incurred shall have occurred and be continuing, the Debtors shall have the right to vote the Pledged Securities in all matters presented to the stockholders of the Pledge Securities each Lien Grantor may retain for vote thereon, except in a manner inconsistent with the terms of this Agreement or detrimental to the interests of the Secured Parties. The Agent shall hold the Pledged Securities collection in the form in which the same are delivered herewith, unless there shall occur an Event of Default. To the extent that the Agent shall not previously have taken, acquired, sold, transferred, disposed of or otherwise realized value on the Pledged Securities in accordance with this Agreement, on the date on which the Obligations have been indefeasibly discharged or satisfied in full, ordinary course any remaining security interest Instruments received by it in the Pledged Securities shall automatically terminate, cease to exist and be releasedordinary course of business, and the Secured Parties shall forthwith return Collateral Agent shall, promptly upon request by such Lien Grantor, make appropriate arrangements for making any remaining Pledged Securities other Instrument pledged by such Lien Grantor hereunder available to it for purposes of presentation, collection or renewal (any such arrangement to be effected, to the Company extent deemed appropriate by the Collateral Agent, against trust receipt or like document). (e) All Pledged Equity Securities delivered to the Collateral Agent hereunder will be delivered in suitable form for transfer by delivery, or accompanied by duly executed instruments of transfer or assignment in blank, all in form and irrevocably release such Pledge Securitiessubstance satisfactory to the Collateral Agent. All Pledged Instruments delivered to the Collateral Agent hereunder will be endorsed to the order of the Collateral Agent, or accompanied by duly executed instruments of assignment, all in form and substance satisfactory to the Collateral Agent.

Delivery of Certain Collateral. Contemporaneously with or prior to the execution of this Agreement, each Debtor shall deliver or cause to be delivered to the Agent Secured Party (a) any and all certificates and other instruments representing or evidencing the Pledged Securities unless such certificates and other instruments representing or evidencing the Pledged Securities have previously been delivered to the Agent pursuant to the Security Agreement by and among the Company and the Agent, dated June 12, 2008Securities, and (b) any and all certificates and other instruments or documents representing any of the other Collateral, in each case, together with all Necessary Endorsements. The Debtors are, contemporaneously with the execution hereof, delivering to Agentthe Secured Party, or have previously delivered to Agentthe Secured Party, a true and correct copy of each Organizational Document governing any of the Pledged Securities. Throughout the term of this Agreement, so long as no Event of Default is incurred uncured and continuing, the Debtors Debtor shall have the right to vote the Pledged Securities in all matters presented to the stockholders of the Pledge Securities for vote thereon, except in a manner inconsistent with the terms of this Agreement or detrimental to the interests of the Secured PartiesLenders. The Agent Secured Party shall hold the Pledged Securities in the form in which the same are delivered herewith, unless there shall occur an Event of Default. To the extent that the Agent Secured Party (or the Lenders) shall not previously have taken, acquired, sold, transferred, disposed of or otherwise realized value on the Pledged Securities in accordance with this Agreement, on the date on which the Obligations have been indefeasibly discharged (by payment of the Notes or satisfied in fullconversion of Notes to common stock, as applicable), any remaining security interest in the Pledged Securities shall automatically terminate, cease to exist and be released, and the Secured Parties Party shall forthwith return any remaining Pledged Securities to the Company and irrevocably release such Pledge Securitiesshares from collateral.