Common use of Delivery of Collateral Clause in Contracts

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares shall be delivered to the Secured Party contemporaneously with the execution of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Secured Party. The Secured Party shall have the right at any time, whether before or after an Event of Default, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Person, the Pledgor shall deliver to the Secured Party evidence satisfactory to the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for the Secured Party and that such Collateral is identified on the books of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares Interests shall be delivered to the Secured Party contemporaneously with the execution of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance reasonably satisfactory to the Secured Party. With respect to all Pledged Interests consisting of uncertificated securities, book-entry securities or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance reasonably satisfactory to the Secured Party covering such Pledged Interests, or (b) cause such Pledged Interests to be transferred into the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after when an Event of DefaultDefault has occurred and is continuing, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee for the benefit of the Creditors (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any If the Collateral is in the possession of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Personbailee, the Pledgor shall deliver to will join with the Secured Party evidence satisfactory to in notifying the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment bailee of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for interest of the Secured Party and in obtaining from the bailee an acknowledgment that such it hold the Collateral is identified on for the books benefit of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares and the Pledged Debt shall be delivered to the Secured Party contemporaneously with the execution of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's ’s receipt thereof. thereof along with an updated Schedule I. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Secured Party. With respect to all Pledged Shares and Pledged Debt consisting of uncertificated securities, book-entry securities or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance satisfactory to the Secured Party covering such Pledged Shares or Pledged Debt, or (b) cause such Pledged Shares or Pledged Debt to be transferred into the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after an Event of Default, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any If the Collateral is in the possession of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Personbailee, the Pledgor will join with the Secured Party in notifying the bailee of the interest of the Secured Party and in obtaining from the bailee an acknowledgment that it hold the Collateral for the benefit of the Secured Party. The Pledgor shall execute and deliver to the Secured Party evidence satisfactory to such items of assignment and transfer (including, without limitation, assignments of financing statements and recordable assignments of mortgages and deeds of trust) of any Related Collateral as the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for the Secured Party and that such Collateral is identified on the books of such issuer or third Person as belonging may from time to or pledged to the Secured Partytime reasonably request.

Delivery of Collateral. All To the extent not prohibited by applicable law, all certificates and instruments ---------------------- representing or evidencing the Pledged Shares Interests shall be delivered to the Secured Party contemporaneously with the execution of this Agreement. All To the extent not prohibited by applicable law, all certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance reasonably satisfactory to the Secured Party. With respect to all Pledged Interests consisting of uncertificated securities, book-entry securities or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance reasonably satisfactory to the Secured Party covering such Pledged Interests, or (b) cause such Pledged Interests to be transferred into the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after when an Event of DefaultDefault has occurred and is continuing, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee for the benefit of the Creditors (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any If the Collateral is in the possession of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Personbailee, the Pledgor shall deliver to will join with the Secured Party evidence satisfactory to in notifying the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment bailee of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for interest of the Secured Party and in obtaining from the bailee an acknowledgment that such it hold the Collateral is identified on for the books benefit of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares shall be delivered to the Secured Party contemporaneously with the execution of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Secured Party. With respect to all Pledged Shares consisting of uncertificated securities, book-entry securities or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance satisfactory to the Secured Party covering such Pledged Shares, or (b) cause such Pledged Shares to be transferred into the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after an Event of Default, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any If the Collateral is in the possession of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Personbailee, the Pledgor shall deliver to will join with the Secured Party evidence satisfactory to in notifying the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment bailee of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for interest of the Secured Party and in obtaining from the bailee an acknowledgment that such it hold the Collateral is identified on for the books benefit of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares Member Interests shall be delivered to the Secured Party contemporaneously with the execution of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Secured Party. With respect to all Pledged Member Interests consisting of uncertificated securities, book-entry securities or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance satisfactory to the Secured Party covering such Pledged Member Interests, or (b) cause such Pledged Member Interests to be transferred into the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after an Event of Default, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any If the Collateral is in the possession of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Personbailee, the Pledgor shall deliver to will join with the Secured Party evidence satisfactory to in notifying the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment bailee of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for interest of the Secured Party and in obtaining from the bailee an acknowledgment that such it hold the Collateral is identified on for the books benefit of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares which have not been previously delivered to the Secured Party shall be delivered to the Secured Party contemporaneously with the execution of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Secured Party. With respect to all Pledged Shares consisting of uncertificated securities, book-entry securities or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance satisfactory to the Secured Party covering such Pledged Shares, or (b) cause such Pledged Shares to be transferred to the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after an Event of Default, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee for the ratable benefit of the Secured Party and the Lenders (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any If the Collateral is in the possession of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Personbailee, the Pledgor shall deliver to will join with the Secured Party evidence satisfactory to in notifying the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment bailee of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for interest of the Secured Party and in obtaining from the bailee an acknowledgement that such it hold the Collateral is identified on for the books benefit of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. All To the extent not prohibited by applicable law, all certificates and instruments ---------------------- representing or evidencing the Pledged Shares Interests shall be delivered to the Secured Party contemporaneously with the execution of this Agreement. All To the extent not prohibited by applicable law, all certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance reasonably satisfactory to the Secured Party. With respect to all Pledged Interests consisting of uncertificated securities, book-entry securities or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance reasonably satisfactory to the Secured Party covering such Pledged Interests, or (b) cause such Pledged Interests to be transferred into the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after when an Event of DefaultDefault has occurred and is continuing, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee for the benefit of the Creditors (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Person, the Pledgor shall deliver to the Secured Party evidence satisfactory to the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for the Secured Party and that such Collateral is identified on the books of such issuer or third Person as belonging to or pledged to the Secured Party.larger

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares shall be delivered to the Secured Party contemporaneously with promptly after funding of the execution of this Agreementcredit accommodation and obtaining the Required Consent. All certificates and instruments representing or evidencing Collateral received by the Pledgor after obtaining the execution of this Agreement Required Consent shall be delivered to the Secured Party promptly upon the Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Secured Party. With respect to all Pledged Shares consisting of uncertificated securities, book-entry securities or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance satisfactory to the Secured Party covering such Pledged Shares, or (b) cause such Pledged Shares to be transferred into the name of the Secured Party. The Secured Party shall have the right at any timetime after obtaining the Required Consent, whether before or after an Event of Default, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Person, the Pledgor shall deliver to the Secured Party evidence satisfactory to the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for the Secured Party and that such Collateral is identified on the books of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. All To the extent not prohibited by applicable law, all certificates and instruments ---------------------- representing or evidencing the Pledged Shares Interests shall be delivered to the Secured Party contemporaneously with the execution of this Agreement. All To the extent not prohibited by applicable law, all certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance reasonably satisfactory to the Secured Party. With respect to all Pledged Interests consisting of uncertificated securities, book-entry securities or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance reasonably satisfactory to the Secured Party covering such Pledged Interests, or (b) cause such Pledged Interests to be transferred into the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after when an Event of DefaultDefault has occurred and is continuing, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee for the benefit of the Creditors (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Person, the Pledgor shall deliver to the Secured Party evidence satisfactory to the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for the Secured Party and that such Collateral is identified on the books of such issuer or third Person as belonging to or pledged to the Secured Party.for

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares shall be delivered to the Secured Party contemporaneously with the execution of this Agreement unless they are already in the Secured Party's possession in which case they shall remain in the Secured Party's possession subject to the terms of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Secured Party. With respect to all Pledged Shares consisting of uncertificated securities, book-entry securities or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance satisfactory to the Secured Party covering such Pledged Shares, or (b) cause such Pledged Shares to be transferred into the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after an Event of Default, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any If the Collateral is in the possession of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Personbailee, the Pledgor shall deliver to will join with the Secured Party evidence satisfactory to in notifying the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment bailee of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for interest of the Secured Party and in obtaining from the bailee an acknowledgment that such it hold the Collateral is identified on for the books benefit of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares shall be delivered to the Secured Party contemporaneously with the execution of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Secured Party. With respect to all Pledged Shares consisting of uncertificated securities, book-entry securities or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance reasonably satisfactory to the Secured Party covering such Pledged Shares, or (b) cause such Pledged Shares to be transferred into the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after an Event of DefaultDefault and during the continuance thereof, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee for the benefit of the Banks (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any If the Collateral is in the possession of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Personbailee, the Pledgor shall deliver to will join with the Secured Party evidence satisfactory to in notifying the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment bailee of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for interest of the Secured Party and in obtaining from the bailee an acknowledgment that such it hold the Collateral is identified on for the books benefit of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares as described in Schedule I hereto shall be delivered to the Secured Party contemporaneously with the execution of this Pledge Agreement, but, with respect to any Foreign Subsidiary, only to the extent such certificates and instruments exist and such delivery (i) is permissible and (ii) will not otherwise have a material adverse tax consequence to a Pledgor. All certificates and instruments representing or evidencing Collateral received by the Pledgor Pledgors or any of them after the execution of this Pledge Agreement shall be delivered to the Secured Party promptly upon the a Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Secured Party. With respect to all Collateral consisting of uncertificated securities or interests, book-entry securities or securities entitlements, each Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance satisfactory to the Secured Party covering such Collateral or (b) cause such Collateral to be transferred into the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after an Event of Default, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee for the benefit of the Lenders (but subject to the rights of the Pledgor Pledgors under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any If the Collateral is in the possession of the foregoinga bailee, as to any each Pledgor that owns such Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Person, the Pledgor shall deliver to will join with the Secured Party evidence satisfactory to in notifying the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment bailee of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for interest of the Secured Party and in obtaining from the bailee an acknowledgment that such it holds the Collateral is identified on for the books benefit of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares and the Pledged LLC Interests shall be delivered to the Secured Party Lender contemporaneously with the execution of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor Pledgors after the execution of this Agreement shall be delivered to the Secured Party Lender promptly upon the a Pledgor's receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party Lender pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Secured PartyLender. The Secured Party Lender shall have the right at any time, whether before or after an Event of Default, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party Lender or its nominee (but subject to the rights of the Pledgor Pledgors under Section 6) and to exchange certificates or evidence of membership interests representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Person, the Pledgor Pledgors shall deliver to the Secured Party Lender evidence satisfactory to the Secured Party Lender that such Collateral has been registered in the name of, or as pledged to, the Secured PartyLender. Such evidence shall include the acknowledgment of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for the Secured Party Lender and that such Collateral is identified on the books of such issuer or third Person as belonging to or pledged to the Secured PartyLender.

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares shall be delivered to the Secured Party Agent contemporaneously with the execution of this Agreement. All Agreement or, for Foreign Subsidiaries created or acquired hereafter, with the issuance or acquisition of such Pledged Shares, but, in each case, only to the extent such certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered exist and such delivery (i) is permissible and (ii) will not otherwise have a material adverse tax consequence to the Secured Party promptly upon the Pledgor's receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party Agent pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance reasonably satisfactory to the Secured PartyAgent. The Secured Party Agent shall have the right at any time, whether before or after an Event of Default, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party Agent or its nominee (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. The Pledgor shall execute and deliver to the Agent such items of assignment and transfer (including, without limitation, assignments of financing statements and recordable assignments of mortgages and deeds of trust) of any Collateral as the Agent may from time to time reasonably request. Notwithstanding any of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Person, the Pledgor shall shall, at the request of the Agent, to the extent permitted by applicable law, deliver to the Secured Party Agent evidence satisfactory to the Secured Party Agent that such Collateral has been registered in the name of, or as pledged to, the Secured PartyAgent. Such evidence shall include the acknowledgment of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for the Secured Party Agent and that such Collateral is identified on the books of such issuer or third Person as belonging to or pledged to the Secured PartyAgent.

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares shall be delivered to the Secured Party contemporaneously with the execution of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Secured Party. With respect to all Pledged Shares consisting of uncertificated securities, book-entry securities, or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance satisfactory to the Secured Party covering such Pledged Shares, or (b) cause such Pledged Shares to be transferred into the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after an Event of Default, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any If the Collateral is in the possession of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Personbailee, the Pledgor shall deliver to will join with the Secured Party evidence satisfactory to in notifying the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment bailee of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for interest of the Secured Party and in obtaining from the bailee an acknowledgment that such it holds the Collateral is identified on for the books benefit of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. All The Pledgor shall in good faith deliver all certificates and instruments ---------------------- representing or evidencing the Pledged Shares shall be delivered as soon as reasonably possible to the Secured Party contemporaneously with the execution of this AgreementParty. All certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Secured Party. The With respect to all Pledged Shares consisting of uncertificated securities, book-entry securities or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance satisfactory to the Secured Party shall have the right at any timecovering such Pledged Shares, whether before or after an Event of Default, to (b) cause any or all of the Collateral such Pledged Shares to be transferred of record into the name of the Secured Party or its nominee (but subject to Party. If the rights Collateral is in the possession of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Personbailee, the Pledgor shall deliver to will join with the Secured Party evidence satisfactory to in notifying the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment bailee of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for interest of the Secured Party and in obtaining from the bailee an acknowledgment that such it hold the Collateral is identified on for the books benefit of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares Interests shall be delivered to the Secured Party contemporaneously with the execution of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance reasonably satisfactory to the Secured Party. With respect to all Pledged Interests consisting of uncertificated securities, book-entry securities or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance reasonably satisfactory to the Secured Party covering such Pledged Interests, or (b) cause such Pledged Interests to be transferred into the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after when an Event of DefaultDefault has occurred and is continuing, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee for the benefit of the Creditors (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any If the Collateral is in the possession of the foregoinga bailee, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Person, Exh. B-3 Exhibit 10.2 the Pledgor shall deliver to will join with the Secured Party evidence satisfactory to in notifying the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment bailee of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for interest of the Secured Party and in obtaining from the bailee an acknowledgment that such it hold the Collateral is identified on for the books benefit of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares Interests shall be delivered to the Secured Party contemporaneously with the execution of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance reasonably satisfactory to the Secured Party. With respect to all Pledged Interests consisting of uncertificated securities, book-entry securities or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance reasonably satisfactory to the Secured Party covering such Pledged Interests, or (b) cause such Pledged Interests to be transferred into the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after when an Event of DefaultDefault has occurred and is continuing, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee for the benefit of the Banks (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any If the Collateral is in the possession of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Personbailee, the Pledgor shall deliver to will join with the Secured Party evidence satisfactory to in notifying the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment bailee of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for interest of the Secured Party and in obtaining from the bailee an acknowledgment that such it hold the Collateral is identified on for the books benefit of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares Securities shall be delivered to the Secured Party Bank contemporaneously with the execution of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party Bank promptly upon the Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party Bank (for the ratable benefit of the Lenders) pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Secured PartyBank. The Secured Party Bank shall have the right at any time, whether before or after an Event of Default, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party Bank or its nominee (but subject to the rights of the Pledgor under Section 6) and to exchange certificates and instruments representing or evidencing Collateral for certificates and instruments of smaller or larger denominations. Notwithstanding any of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Person, the Pledgor shall deliver to the Secured Party Bank evidence satisfactory to the Secured Party Bank that such Collateral has been registered in the name of, or as pledged to, the Secured PartyBank (for the ratable benefit of the Lenders). Such evidence shall include the acknowledgment of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for the Secured Party Bank (for the ratable benefit of the Lenders) and that such Collateral is identified on the books of such issuer or third Person as belonging to or pledged to the Secured PartyBank (for the ratable benefit of the Lenders).

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares shall be Securities have been delivered to the Secured Party contemporaneously with Collateral Agent prior to the execution of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party Collateral Agent promptly upon the Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party Collateral Agent (for the ratable benefit of the Senior Lenders) pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Secured PartyCollateral Agent. The Secured Party Collateral Agent shall have the right at any time, whether before or after an Event of Default, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party Collateral Agent or its nominee (but subject to the rights of the Pledgor under Section 6) and to exchange certificates and instruments representing or evidencing Collateral for certificates and instruments of smaller or larger denominations. Notwithstanding any of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Person, the Pledgor shall deliver to the Secured Party Collateral Agent evidence satisfactory to the Secured Party Collateral Agent that such Collateral has been registered in the name of, or as pledged to, the Secured PartyCollateral Agent (for the ratable benefit of the Senior Lenders). Such evidence shall include the acknowledgment of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for the Secured Party Collateral Agent (for the ratable benefit of the Senior Lenders) and that such Collateral is identified on the books of such issuer or third Person as belonging to or pledged to the Secured PartyCollateral Agent (for the ratable benefit of the Senior Lenders).