Common use of Delivery of the Collateral Clause in Contracts

Delivery of the Collateral. All certificates or instruments representing or evidencing the Collateral shall be delivered to and held by or on behalf of Agent (for the benefit of Lender) pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignments in blank, all in form and substance reasonably satisfactory to Agent. Upon the occurrence and during the continuance of an Event of Default, Agent shall have the right, at any time, in its discretion upon written notice to Pledgor, to transfer to or to register in the name of Agent or its nominee any or all of the Collateral. Prior to or concurrently with the execution and delivery of this Pledge Agreement, Pledgor shall deliver to Agent (for the benefit of Lender) an assignment of membership interest endorsed by Pledgor in blank (an “Assignment of Interest”), in the form set forth on Exhibit B hereto, for the Pledged Interests, transferring all of such Pledged Interests in blank, duly executed by Pledgor and undated. Agent shall have the right, at any time in its discretion upon the occurrence and during the continuance of an Event of Default and without notice to Pledgor, to transfer to, and to designate on such Pledgor’s Assignment of Interest, any Person to whom the Pledged Interests are sold in accordance with the provisions hereof. In addition, Agent shall have the right at any time to exchange any Assignment of Interest representing or evidencing the Pledged Interests or any portion thereof for one or more additional or substitute Assignments of Interest representing or evidencing smaller or larger percentages of the Pledged Interests represented or evidenced thereby, subject to the terms thereof.

Delivery of the Collateral. All certificates or instruments instruments, if any, representing or evidencing any of the Collateral shall be delivered to and held by or on behalf of Agent (for the benefit of Lender) Lender pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer transfer, stock powers endorsed by Pledgor in blank, or assignments in blank, all in form and substance reasonably satisfactory to AgentLender. Upon the occurrence and during the continuance of an Event of Default, Agent Lender shall have the right, at any time, in its discretion upon written notice to Pledgor, to transfer to or to register in the name of Agent Lender or its nominee any or all of the Collateral. Prior to or concurrently with the execution and delivery of this Pledge Agreement, Pledgor shall deliver to Agent Lender (for the benefit of Lenderi) with respect to a Pledged Entity that is a limited liability company, an assignment of membership interest interest, or (ii) with respect to a Pledged Entity that is a corporation, an instrument of transfer, in each case endorsed by such Pledgor in blank (each, as applicable, an “Assignment of Interest”), in the form set forth on Exhibit B B1-B3 hereto, for the Pledgor’s Pledged Interests, transferring all of such Pledged Interests in blank, duly executed by Pledgor and undated. Agent Lender shall have the right, at any time in its discretion upon the occurrence and during the continuance of an Event of Default and without notice to Pledgor, to transfer to, and to designate on such Pledgor’s Assignment of Interest, any Person to whom the Pledged Interests are sold in accordance with the provisions hereof. In addition, Agent Lender shall have the right at any time to exchange any Assignment of Interest representing or evidencing the Pledged Interests or any portion thereof for one or more additional or substitute Assignments of Interest representing or evidencing smaller or larger percentages of the Pledged Interests represented or evidenced thereby, subject to the terms thereof.

Delivery of the Collateral. All Subject to the terms of the Intercreditor Agreement, all certificates or instruments instruments, if any, representing or evidencing the Collateral (other than instruments evidencing Indebtedness of an aggregate principal amount of less than $5,000,000) shall be promptly delivered (or otherwise delivered within the time periods required by the Credit Agreement with respect to any delivery in connection with the formation or acquisition (within the meaning of Section 6.12 of the Credit Agreement) of any Subsidiary) to and held by or on behalf of the Collateral Agent (for the benefit of Lender) pursuant hereto to the extent required by Section 6.12 of the Credit Agreement and Section 9(b) of this Agreement (provided that any Collateral required to be delivered other than in connection with the formation or acquisition (within the meaning of Section 6.12 of the Credit Agreement) of any Subsidiary shall not be required to be delivered prior to the end of the fiscal quarter during which such Collateral was acquired by any Pledgor). Such Collateral shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignments assignment in blank, all in form and substance reasonably satisfactory to the Collateral Agent. Upon Subject to the terms of the Intercreditor Agreement, the Collateral Agent shall have the right, at any time after the occurrence and during the continuation of an Event of Default and without notice to any Pledgor (except as otherwise expressly provided herein or required by law), to transfer to or to register in the name of the Collateral Agent or any of its nominees any or all of the Pledged Shares. Subject to the terms of the Intercreditor Agreement, after the occurrence and during the continuance of an Event of Default, each Pledgor will promptly give to the Collateral Agent shall have the right, at copies of any time, in its discretion upon written notice notices or other communications received by it with respect to Pledgor, to transfer to or to register Pledged Shares registered in the name of Agent or its nominee any or all of the Collateralsuch Pledgor. Prior to or concurrently with the execution and delivery of this Pledge Agreement, Pledgor shall deliver to Agent (for the benefit of Lender) an assignment of membership interest endorsed by Pledgor in blank (an “Assignment of Interest”), in the form set forth on Exhibit B hereto, for the Pledged Interests, transferring all of such Pledged Interests in blank, duly executed by Pledgor and undated. Agent shall have the right, at any time in its discretion upon After the occurrence and during the continuance of an Event of Default and without notice to PledgorDefault, to transfer to, and to designate on such Pledgor’s Assignment of Interest, any Person to whom the Pledged Interests are sold in accordance with the provisions hereof. In addition, Collateral Agent shall have the right at any time to exchange any Assignment the certificates representing Pledged Shares held by it for certificates of Interest representing or evidencing the Pledged Interests or any portion thereof for one or more additional or substitute Assignments of Interest representing or evidencing smaller or larger percentages denominations for any purpose consistent with this Agreement. Each delivery of Collateral (including any After-acquired Shares and After-acquired Debt) shall be accompanied by a schedule describing the Pledged Interests represented or evidenced therebysecurities theretofor and then being pledged hereunder, subject which shall be attached hereto as part of Schedule 2 and made a part hereof; provided that the failure to attach any such schedule hereto shall not affect the terms thereofvalidity of such pledge of such securities. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Collateral. All certificates or instruments instruments, if any, representing or evidencing the Collateral shall be delivered to and held by or on behalf of Agent (for the benefit of Lender) Lender pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer transfer, stock powers endorsed by Pledgor in blank, or assignments in blank, all in form and substance reasonably satisfactory to AgentLender. Upon the occurrence and during the continuance of an Event of Default, Agent Lender shall have the right, at any time, in its discretion upon written notice to Pledgor, to transfer to or to register in the name of Agent Lender or its nominee any or all of the Collateral. Prior to or concurrently with the execution and delivery of this Pledge Agreement, Pledgor shall deliver to Agent (for the benefit of Lender) Lender an assignment of membership interest endorsed by Pledgor in blank (an “Assignment of Interest”"ASSIGNMENT OF INTEREST"), in the form set forth on Exhibit EXHIBIT B hereto, for the Xxxxxxxx Owner for the Pledged Interests, transferring all of such Pledged Interests in blank, duly executed by Pledgor and undated. Agent Lender shall have the right, at any time in its discretion upon the occurrence and during the continuance of an Event of Default and without notice to Pledgor, to transfer to, and to designate on such Pledgor’s 's Assignment of Interest, any Person to whom the Pledged Interests are sold in accordance with the provisions hereof. In addition, Agent Lender shall have the right at any time to exchange any Assignment of Interest representing or evidencing the Pledged Interests or any portion thereof for one or more additional or substitute Assignments of Interest representing or evidencing smaller or larger percentages of the Pledged Interests represented or evidenced thereby, subject to the terms thereof.

Delivery of the Collateral. All certificates or instruments instruments, if any, representing or evidencing the Collateral shall be delivered to and held by or on behalf of Agent (for the benefit of Lender) pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer endorsed by Pledgor in blank, or assignments in blank, all in form and substance reasonably satisfactory to Agent. Upon the occurrence and during the continuance of an Event of Default, Agent shall have the right, at any time, in its discretion upon written notice to Pledgordiscretion, to transfer to or to register in the name of Agent or its nominee any or all of the Collateral. Prior to or concurrently Concurrently with the execution and delivery of this Pledge Agreement, Pledgor shall deliver is delivering to Agent (for the benefit of Lender) with respect to each Owner an assignment of membership interest endorsed by Pledgor in blank (an the “Assignment of Interest”), in the form set forth on Exhibit B A-1 hereto, for the Pledged Interests, transferring all of such the Pledged Interests in blank, as security for the Loan, duly executed by Pledgor and undated. Concurrently with the execution and delivery of this Agreement, Owner is delivering to Agent an application for transfer of interests (the “Application for Transfer”), in the form set forth on Exhibit A-2 hereto, applying for the transfer of the Pledged Interests, duly executed by each Owner and undated. Agent shall have the right, at any time in its discretion upon the occurrence and during the continuance of an Event of Default and without notice to Pledgor, to transfer to, and to designate on such Pledgor’s each Assignment of InterestInterest and Application for Transfer, any Person to whom the Pledged Interests are sold in accordance with the provisions hereof. In addition, Agent shall have the right at any time to exchange any each Assignment of Interest representing or evidencing the Pledged Interests or any portion thereof for one or more additional or substitute Assignments of Interest representing or evidencing smaller or larger percentages of the Pledged Interests represented or evidenced thereby, subject to the terms thereof.

Delivery of the Collateral. All certificates or instruments instruments, if any, representing or evidencing any of the Collateral shall be delivered to and held by or on behalf of Agent (for the benefit of Lender) Lender pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer transfer, stock powers endorsed by Pledgor in blank, or assignments in blank, all in form and substance reasonably satisfactory to AgentLender. Upon the occurrence and during the continuance of an Event of Default, Agent Lender shall have the right, at any time, in its discretion upon written notice to Pledgor, to transfer to or to register in the name of Agent Lender or its nominee any or all of the Collateral. Prior to or concurrently with the execution and delivery of this Pledge Agreement, Pledgor shall deliver to Agent Lender (for the benefit of Lenderi) with respect to a Pledged Entity that is a limited liability company, an assignment of membership interest interest, or (ii) with respect to a Pledged Entity that is a corporation, an instrument of transfer, in each case endorsed by such Pledgor in blank (each, as applicable, an “Assignment of Interest”), in the form set forth on Exhibit B B1-B3 hereto, for the Xxxxxxx’s Pledged Interests, transferring all of such Pledged Interests in blank, duly executed by Pledgor Xxxxxxx and undated. Agent Lender shall have the right, at any time in its discretion upon the occurrence and during the continuance of an Event of Default and without notice to Pledgor, to transfer to, and to designate on such Pledgor’s Assignment of Interest, any Person to whom the Pledged Interests are sold in accordance with the provisions hereof. In addition, Agent Xxxxxx shall have the right at any time to exchange any Assignment of Interest representing or evidencing the Pledged Interests or any portion thereof for one or more additional or substitute Assignments of Interest representing or evidencing smaller or larger percentages of the Pledged Interests represented or evidenced thereby, subject to the terms thereof.

Delivery of the Collateral. All certificates or instruments representing or evidencing the Collateral Pledgor shall be delivered deliver to and held by or on behalf of Applicable Agent (for with copies to the benefit Administrative Agent) (i) all original Pledged Securities relating to the Pledged Interests pledged by Pledgor concurrently with the execution and delivery of Lenderthis Agreement and (ii) pursuant hereto and all other documents evidencing or representing all other Collateral within three (3) Business Days after receipt thereof. All Collateral which are “certificated securities” within the meaning of the Uniform Commercial Code shall be in suitable bearer form for transfer by deliveryor, or if in registered form, shall be accompanied by undated blank equity interest power (in a form attached hereto as Exhibit B and made a part hereof) (the “Assignment of Interest”), note power, endorsement or other necessary instruments of transfer, registration or assignment, duly executed instruments of transfer or assignments in blank, all blank and in form and substance reasonably satisfactory to Administrative Agent. Upon the occurrence and during the continuance of an Event of Default, Administrative Agent shall have the right, subject to the CGB Subordination Agreement, at any time, in its discretion upon written notice to Pledgordiscretion, to transfer to or to register in the name of Administrative Agent or its nominee any or all of the Collateral. Prior to or concurrently with the execution and delivery of this Pledge Agreement, Pledgor shall deliver to Agent (for the benefit of Lender) an assignment of membership interest endorsed by Pledgor in blank (an “Assignment of Interest”), in the form set forth on Exhibit B hereto, for the Pledged Interests, transferring all of such Pledged Interests in blank, duly executed by Pledgor and undated. Administrative Agent shall have the right, at any time in its discretion upon the occurrence and during the continuance of an Event of Default and without notice to Pledgor, subject to the CGB Subordination Agreement, to transfer to, and to designate on such Pledgor’s the Assignment of Interest, any Person to whom the Pledged Interests are sold in accordance with the provisions hereof. In addition, after the Cutover Date, Administrative Agent shall have the right at any time to exchange any the Assignment of Interest representing or evidencing the Pledged Interests or any portion thereof thereof, for one or more additional or substitute Assignments of Interest representing or evidencing smaller or larger percentages of the Pledged Interests represented or evidenced thereby, subject to the terms thereof.

Delivery of the Collateral. All certificates or instruments instruments, if any, representing or evidencing the Collateral shall be delivered to and held by or on behalf of Agent (for the benefit of Lender) Lender pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer transfer, stock powers endorsed by each Pledgor, as applicable, in blank, or assignments in blank, all in form and substance reasonably satisfactory to AgentLender. Upon the occurrence and during the continuance of an Event of Default, Agent Lender shall have the right, at any time, in its discretion upon written notice to PledgorPledgors, to transfer to or to register in the name of Agent Lender or its nominee any or all of the Collateral. Prior to or concurrently with the execution and delivery of this Pledge Agreement, each Pledgor shall deliver to Agent (for the benefit of Lender) Lender an assignment of membership interest endorsed by such Pledgor in blank (an “Assignment of Interest”), in the form set forth on Exhibit B heretohereto (an "Assignment of Interest"), for the Pledged InterestsInterests owned by each Pledgor, respectively, transferring all of such Pledged Interests in blank, duly executed by each respective Pledgor and undated. Agent Lender shall have the right, at any time in its discretion upon the occurrence and during the continuance of an Event of Default and without notice to PledgorPledgors, to transfer to, and to designate on such Pledgor’s 's Assignment of Interest, any Person to whom the Pledged Interests are sold in accordance with the provisions hereof. In addition, Agent Lender shall have the right at any time to exchange any Assignment of Interest representing or evidencing the Pledged Interests or any portion thereof for one or more additional or substitute Assignments of Interest representing or evidencing smaller or larger percentages of the Pledged Interests represented or evidenced thereby, subject to the terms thereof.

Delivery of the Collateral. Pledgor shall deliver to Lender, or Lender shall otherwise be in possession of, (i) all original Pledged Securities relating to the Pledged Interests pledged by Pledgor concurrently with the execution and delivery of this Agreement and (ii) all other documents evidencing or representing all other Collateral promptly after Pledgor’s receipt thereof. All certificates or instruments representing or evidencing Collateral which are “certificated securities” within the Collateral shall be delivered to and held by or on behalf meaning of Agent (for the benefit of Lender) pursuant hereto and Uniform Commercial Code shall be in suitable bearer form for transfer by deliveryor, or if in registered form, shall be accompanied by undated blank equity interest powers (in a form attached hereto as Exhibit B-1, with respect to Holdings, and made a part hereof and in a form attached hereto as Exhibit B-2, with respect to Owner, and made a part hereof) (the “Assignment of Interest”), note power, endorsement or other necessary instruments of transfer, registration or assignment, duly executed instruments of transfer or assignments in blank, all blank and in form and substance reasonably satisfactory to AgentLender. Upon the occurrence and during the continuance of an Event of Default, Agent Lender shall have the right, at any time, in its discretion upon written notice to Pledgordiscretion, to transfer to or to register in the name of Agent Lender or its nominee any or all of the Collateral. Prior to or concurrently with the execution and delivery of this Pledge Agreement, Pledgor shall deliver to Agent (for the benefit of Lender) an assignment of membership interest endorsed by Pledgor in blank (an “Assignment of Interest”), in the form set forth on Exhibit B hereto, for the Pledged Interests, transferring all of such Pledged Interests in blank, duly executed by Pledgor and undated. Agent Lender shall have the right, at any time in its discretion upon the occurrence and during the continuance of an Event of Default and without notice to Pledgor, to transfer to, and to designate on such Pledgor’s the Assignment of Interest, any Person to whom the Pledged Interests are sold in accordance with the provisions hereof. In addition, Agent Lender shall have the right at any time to exchange any the Assignment of Interest representing or evidencing the Pledged Interests or any portion thereof for one or more additional or substitute Assignments of Interest representing or evidencing smaller or larger percentages of the Pledged Interests represented or evidenced thereby, subject to the terms thereof.

Delivery of the Collateral. All certificates or instruments instruments, if any, representing or evidencing the Collateral shall be delivered to and held by or on behalf of Agent (for the benefit of Lender) pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer endorsed by each Pledgor in blank, or assignments in blank, all in form and substance reasonably satisfactory to Agent. Upon the occurrence and during the continuance of an Event of Default, Agent shall have the right, at any time, in its discretion upon written notice to Pledgordiscretion, to transfer to or to register in the name of Agent or its nominee any or all of the Collateral. Prior to or concurrently Concurrently with the execution and delivery of this Pledge Agreement, each Pledgor shall deliver is delivering to Agent (for the benefit of Lender) with respect to each applicable Owner an assignment of membership interest endorsed by Pledgor in blank (an the “Assignment of Interest”), in the form set forth on Exhibit B A-1 hereto, for the Pledged Interests, transferring all of such the Pledged Interests in blank, as security for the Loan, duly executed by such Pledgor and undated. Concurrently with the execution and delivery of this Agreement, Owner is delivering to Agent an application for transfer of interests (the “Application for Transfer”), in the form set forth on Exhibit A-2 hereto, applying for the transfer of the Pledged Interests, duly executed by each Owner and undated. Agent shall have the right, at any time in its discretion upon the occurrence and during the continuance of an Event of Default and without notice to any Pledgor, to transfer to, and to designate on such Pledgor’s each Assignment of InterestInterest and Application for Transfer, any Person to whom the Pledged Interests are sold in accordance with the provisions hereof. In addition, Agent shall have the right at any time to exchange any each Assignment of Interest representing or evidencing the Pledged Interests or any portion thereof for one or more additional or substitute Assignments of Interest representing or evidencing smaller or larger percentages of the Pledged Interests represented or evidenced thereby, subject to the terms thereof.

Delivery of the Collateral. All certificates or instruments representing or Pledgor shall deliver to Lender (i) the original certificate evidencing the Pledged Securities pledged by Pledgor concurrently with the execution and delivery of this Agreement and (ii) all other documents evidencing or representing all other Collateral shall be delivered to and held by or on behalf promptly after Pledgor's receipt thereof. All Collateral which are "certificated securities" within the meaning of Agent (for the benefit of Lender) pursuant hereto and Uniform Commercial Code shall be in suitable bearer form for transfer by deliveryor, or if in registered form, shall be accompanied by undated blank equity interest powers (in a form attached hereto as Exhibit A and made a part hereof) (the "Assignment of Interest"), note power, endorsement or other necessary instruments of transfer, registration or assignment, duly executed instruments of transfer or assignments in blank, all blank and in form and substance reasonably satisfactory to AgentLender. Upon Subject to the terms of the Loan Agreement, upon the occurrence and during the continuance of an Event of Default, Agent Lender shall have the right, at any time, in its discretion upon written notice to Pledgor, discretion: (A) to transfer to or to register in the name of Agent Lender or its nominee any or all of the Collateral. Prior to or concurrently with the execution , and delivery of this Pledge Agreement, Pledgor shall deliver to Agent (for the benefit of LenderB) an assignment of membership interest endorsed by Pledgor in blank (an “Assignment of Interest”), in the form set forth on Exhibit B hereto, for the Pledged Interests, transferring all of such Pledged Interests in blank, duly executed by Pledgor and undated. Agent shall have the right, at any time in its discretion upon the occurrence and during the continuance of an Event of Default and without notice to Pledgor, to transfer to, and to designate on such Pledgor’s the Assignment of Interest, any Person to whom the Pledged Interests Securities are sold in accordance with the provisions hereof. In addition, Agent Lender shall have the right at any time to exchange any the Assignment of Interest representing or evidencing the Pledged Interests Securities or any portion thereof for one or more additional or substitute Assignments of Interest representing or evidencing smaller or larger percentages of the Pledged Interests Securities represented or evidenced thereby, subject to the terms thereof.

Delivery of the Collateral. All certificates or instruments instruments, if any, representing or evidencing any of the Collateral shall be delivered to and held by or on behalf of Agent (for the benefit of Lender) pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer transfer, stock powers endorsed by Pledgor in blank, or assignments in blank, all in form and substance reasonably satisfactory to Agent. Upon the occurrence and during the continuance of an Event of Default, Agent shall have the right, at any time, in its discretion upon prior written notice to Pledgor, to transfer to or to register in the name of Agent or its nominee any or all of the Collateral. Prior to or concurrently with the execution and delivery of this Pledge Agreement, Pledgor shall deliver to Agent (for the benefit of Lenderi) an assignment original stock certificate of membership interest endorsed by Pledgor in blank Borrower, a copy of which is attached hereto as Exhibit B (an the “Assignment of InterestStock Certificate”), (ii) an original stock power in the form set forth on Exhibit B hereto, C hereto (the “Stock Power”) for the Pledged Interests, transferring all of such Pledged Interests in blank, duly executed by Pledgor and undatedundated and (iii) a copy of the stock ledger of Borrower, a copy of which is attached as Exhibit D hereto (the “Stock Transfer Ledger”). Agent shall have the right, at any time in its discretion upon the occurrence and during the continuance of an Event of Default and without notice to Pledgor, to transfer to, and to designate on such Pledgor’s Assignment of InterestStock Power, any Person to whom the Pledged Interests are sold in accordance with the provisions hereof. In addition, Agent shall have the right at any time to exchange any Assignment of Interest representing or evidencing the Pledged Interests or any portion thereof for one or more additional or substitute Assignments of Interest representing or evidencing smaller or larger percentages of the Pledged Interests represented or evidenced thereby, subject to the terms thereof.

Delivery of the Collateral. All Concurrently with the execution and delivery of this Agreement, the Pledgors shall deliver to Lender the original executed instruments, documents, policies and agreements constituting the Collateral (as recorded, to the extent recorded) together with other certificates or instruments instruments, if any, representing or evidencing the Collateral Collateral, which shall be delivered to and held by or on behalf of Agent (for the benefit of Lender) pursuant hereto and Lender and, if applicable, shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignments in blank, all in form and substance reasonably satisfactory to Agent. Upon the occurrence and during the continuance of an Event of Default, Agent shall have the right, at any time, in its discretion upon written notice to Pledgor, to transfer to or to register in the name of Agent or its nominee any or all of the Collateral. Prior to or concurrently with the execution and delivery of this Pledge Agreement, Pledgor shall deliver to Agent (for the benefit of Lender) an assignment of membership interest endorsed by Pledgor in blank (an “Assignment of Interest”collectively, the "ASSIGNMENT OF INTEREST"), in the form set forth on Exhibit B hereto, for the Pledged Interests, transferring all of such Pledged Interests in blank, duly executed by Pledgor the Pledgors and undated. Agent Lender shall have the right, at any time in its discretion upon the occurrence and during the continuance of an Event of Default and without notice to Pledgorthe Pledgors, to transfer to, and to designate on such Pledgor’s the Pledgors' Assignment of Interest, any Person to whom the Pledged Interests are sold in accordance with the provisions hereof. In addition, Agent Lender shall have the right at any time to exchange any the Assignment of Interest representing or evidencing the Pledged Interests or any portion thereof for one or more additional or substitute Assignments of Interest representing or evidencing smaller or larger percentages of the Pledged Interests represented or evidenced thereby, subject to the terms thereof, provided that Lender does not receive in the aggregate pledged interests in excess of the Pledged Interests. During the continuance of an Event of Default, Lender shall have the right, at any time in its discretion and upon prior written notice to the Pledgors, to transfer to or to register in the name of Lender or its nominee any or all of the Collateral, to be held by Lender or such nominee as security for the Obligations until sold in accordance with this Agreement and applicable law.

Delivery of the Collateral. All certificates or instruments representing or evidencing the Collateral Pledgor shall be delivered deliver to and held by or on behalf of Administrative Agent (for i) all original Pledged Securities relating to the benefit Pledged Interests pledged by Pledgor concurrently with the execution and delivery of Lenderthis Agreement and (ii) pursuant hereto and all other documents evidencing or representing all other Collateral within three (3) Business Days after receipt thereof. All Collateral which are “certificated securities” within the meaning of the Uniform Commercial Code shall be in suitable bearer form for transfer by deliveryor, or if in registered form, shall be accompanied by undated blank equity interest power (in a form attached hereto as Exhibit B and made a part hereof) (the “Assignment of Interest”), note power, endorsement or other necessary instruments of transfer, registration or assignment, duly executed instruments of transfer or assignments in blank, all blank and in form and substance reasonably satisfactory to Administrative Agent. Upon the occurrence and during the continuance of an Event of Default, Administrative Agent shall have the right, at any time, in its discretion upon written notice to Pledgordiscretion, to transfer to or to register in the name of Administrative Agent or its nominee any or all of the Collateral. Prior to or concurrently with the execution and delivery of this Pledge Agreement, Pledgor shall deliver to Agent (for the benefit of Lender) an assignment of membership interest endorsed by Pledgor in blank (an “Assignment of Interest”), in the form set forth on Exhibit B hereto, for the Pledged Interests, transferring all of such Pledged Interests in blank, duly executed by Pledgor and undated. Administrative Agent shall have the right, at any time in its discretion upon the occurrence and during the continuance of an Event of Default and without notice to Pledgor, to transfer to, and to designate on such Pledgor’s the Assignment of Interest, any Person to whom the Pledged Interests are sold in accordance with the provisions hereof. In addition, Administrative Agent shall have the right at any time to exchange any the Assignment of Interest representing or evidencing the Pledged Interests or any portion thereof thereof, for one or more additional or substitute Assignments of Interest representing or evidencing smaller or larger percentages of the Pledged Interests represented or evidenced thereby, subject to the terms thereof.

Delivery of the Collateral. All certificates or instruments instruments, if any, representing or evidencing the Collateral shall be delivered to and held by or on behalf of Agent (for the benefit of Lender) Lender pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer transfer, stock powers endorsed by each Pledgor, as applicable, in blank, or assignments in blank, all in form and substance reasonably satisfactory to AgentLender. Upon the occurrence and during the continuance of an Event of Default, Agent Lender shall have the right, at any time, in its discretion upon written notice to PledgorPledgors, to transfer to or to register in the name of Agent Lender or its nominee any or all of the Collateral. Prior to or concurrently with the execution and delivery of this Pledge Agreement, each Pledgor shall deliver to Agent (for the benefit of Lender) Lender an assignment of membership interest endorsed by such Pledgor in blank in the form set forth on Exhibit B hereto (an “Assignment of Interest”), in the form set forth on Exhibit B hereto, for the Pledged InterestsInterests owned by each Pledgor, respectively, transferring all of such Pledged Interests in blank, duly executed by each respective Pledgor and undated. Agent Lender shall have the right, at any time in its discretion upon the occurrence and during the continuance of an Event of Default and without notice to PledgorPledgors, to transfer to, and to designate on such Pledgor’s Assignment of Interest, any Person to whom the Pledged Interests are sold in accordance with the provisions hereof. In addition, Agent Lender shall have the right at any time to exchange any Assignment of Interest representing or evidencing the Pledged Interests or any portion thereof for one or more additional or substitute Assignments of Interest representing or evidencing smaller or larger percentages of the Pledged Interests represented or evidenced thereby, subject to the terms thereof.