Common use of Delivery of the Pledged Collateral Clause in Contracts

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each Grantor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, any and all Pledged Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Securities are required to be delivered pursuant to the Intercreditor Agreement. (b) [reserved.] (c) upon delivery to the Notes Collateral Agent, (i) any Pledged Securities shall be accompanied by stock powers duly executed in blank or other instruments of transfer reasonably satisfactory to the Notes Collateral Agent and by such other instruments and documents as the Notes Collateral Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as the Notes Collateral Agent may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the securities, which schedule shall be attached hereto as Schedule I and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each Grantor agrees promptly to deliver or cause to be delivered Upon delivery to the Notes Collateral Agent, for the benefit of the Secured Partiesany stock certificates, any and all Pledged Securities (notes or other than any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such certificated now or hereafter included in the Pledged Securities are required to be delivered pursuant to Collateral (the Intercreditor Agreement. (b“Pledged Securities”) [reserved.] (c) upon delivery to the Notes Collateral Agent, (i) any Pledged Securities shall be accompanied by stock powers or note powers, as applicable, duly executed in blank or other instruments of transfer reasonably satisfactory to the Notes Collateral Agent and by such other instruments and documents as the Notes Collateral Agent may reasonably request in order to allow the Collateral Agent, only upon the occurrence and (ii) all other property comprising part during the continuance of the Pledged Collateral shall be accompanied by proper instruments an Event of assignment duly executed by the applicable Grantor Default, to exercise its rights and such other instruments or documents as the Notes Collateral Agent may reasonably requestremedies under this Agreement. Each delivery of Pledged Securities shall be accompanied by a schedule describing the securitiessecurities theretofore and then being pledged hereunder, which schedule shall be attached hereto as Schedule I and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such pledge of such Pledged Securities. Each schedule so delivered shall supplement supersede any prior schedules so delivered. Schedule I may be amended from time to time by the addition of the Pledged Collateral subsequently created or acquired by execution of a Supplement in substantially the form of Annex I attached hereto. (b) Each Pledgor will promptly deliver to the Collateral Agent any certificate representing Pledged Equity Interests owned by it. (c) Each Pledgor will pledge and promptly deliver to the Collateral Agent any promissory note issued in such Pledgor’s favor evidencing indebtedness for borrowed money that constitutes Pledged Collateral owed to the Pledgor by any Person which promissory note has a face value in excess of $5,000,000.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each Each Grantor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, Administrative Agent any and all Pledged Securities (other than i) on the date hereof, in the case of any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Securities are required owned by such Grantor on the date hereof, and (ii) promptly (and in any event within 45 days after receipt by such Grantor or such longer period agreed to be delivered pursuant by the Administrative Agent in its reasonable discretion) after the acquisition thereof, in the case of any such Pledged Securities acquired by such Grantor after the date hereof; provided that the Grantor shall have no obligation to deliver Pledged Debt Securities in an outstanding principal amount of less than $2,500,000; provided further that the Intercreditor AgreementGrantor shall have no obligation to deliver Pledged Equity Interests of an Immaterial Subsidiary (as such term is defined in the Credit Agreement but replacing 5% in such definition with 2.5%). (b) [reserved.] (c) upon Upon delivery to the Notes Collateral Administrative Agent, (i) any certificate or promissory note representing Pledged Securities shall be accompanied by undated stock powers or note powers, as applicable, duly executed in blank or other undated instruments of transfer duly executed in blank and reasonably satisfactory to the Notes Collateral Administrative Agent and by such other instruments and documents as the Notes Collateral Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as the Notes Collateral Administrative Agent may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the securitiessuch Pledged Securities, which schedule shall be deemed attached hereto as to, and shall supplement, Schedule I hereto and be made a part hereof; provided that failure to attach provide any such schedule hereto shall not affect the validity of such pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each Each Grantor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, Agent any and all Pledged Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Securities are required to be delivered pursuant to the Intercreditor AgreementSecurities. (b) [reservedEach Grantor will cause (i) any Indebtedness for borrowed money owed to such Grantor by the Parent or any subsidiary to be evidenced by a duly executed promissory note (except as otherwise provided pursuant to the Collateral Requirement) that is pledged and delivered to the Collateral Agent pursuant to the terms hereof and (ii) any Indebtedness for borrowed money in an aggregate principal amount exceeding $10,000,000 owed to such Grantor by any other Person that is not the Parent or a subsidiary that is evidenced by a promissory note to be pledged and delivered to the Collateral Agent pursuant to the terms hereof.] (c) upon Upon delivery to the Notes Collateral Agent, (i) any Pledged Securities shall be accompanied by stock powers duly executed in blank or other instruments of transfer reasonably satisfactory to the Notes Collateral Agent and by such other instruments and documents as the Notes Collateral Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as the Notes Collateral Agent may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the securities, which schedule shall be attached hereto as Schedule I II and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each Each Grantor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, Agent (or its bailee) any and all certificates, instruments or other documents representing or evidencing Pledged Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Securities are required to be delivered pursuant to the Intercreditor Agreementby Section 4.04(c). (b) [reservedEach Grantor agrees promptly to deliver or cause to be delivered to the Collateral Agent (or its bailee) any and all Pledged Debt Securities to the extent required by Section 4.04(a).] (c) upon Upon delivery to the Notes Collateral AgentAgent (or its bailee), (i) any certificate, instrument or document representing or evidencing Pledged Securities shall be accompanied by undated stock powers duly executed in blank or other undated instruments of transfer reasonably satisfactory to the Notes Collateral Agent and duly executed in blank and by such other instruments and documents as the Notes Collateral Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as the Notes Collateral Agent may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the applicable securities, which schedule shall be attached hereto as Schedule I II and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such the pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each Grantor Each Pledgor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the ratable benefit of the Secured Parties, any and all Pledged Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Securities are required to be delivered pursuant to the Intercreditor AgreementSecurities. (b) [reserved.] (c) upon Upon delivery to the Notes Collateral Agent, (i) any Pledged Securities shall be accompanied by stock powers duly executed in blank or other instruments of transfer reasonably satisfactory to the Notes Collateral Agent and by such other instruments and documents as the Notes Collateral Agent may reasonably request and (ii) all other property comprising composing part of the Pledged Collateral delivered pursuant to the terms of this Agreement shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor Pledgor and such other instruments or documents as the Notes Collateral Agent may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the securities, which schedule shall be attached hereto as Schedule I II and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such pledge of such Pledged Securities. Each schedule so delivered shall supplement supersede any prior schedules so delivered.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each Each Grantor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, Agent any and all Pledged Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Securities are required to be delivered pursuant to the Intercreditor AgreementSecurities. (b) [reservedEach Grantor will cause any Indebtedness for borrowed money owed to such Grantor by any person in an amount that exceeds $500,000 that is evidenced by a duly executed promissory note to be pledged and delivered to the Agent, duly endorsed in a manner satisfactory to the Agent. Without limiting the foregoing, all promissory notes in favor of any Grantor shall be delivered to the Agent promptly after request of the Agent.] (c) upon Upon delivery to the Notes Collateral Agent, (i) any Pledged Securities shall be accompanied by stock powers duly executed in blank or other instruments of transfer reasonably satisfactory to the Notes Collateral Agent and by such other instruments and documents as the Notes Collateral Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as the Notes Collateral Agent may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the securities, which schedule shall be attached hereto as Schedule I II and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each Each Grantor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, Agent (or its bailee) any and all certificates, instruments or other documents representing or evidencing Pledged Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Securities are required to be delivered pursuant to the Intercreditor AgreementSecurities. (b) [reservedEach Grantor agrees promptly to deliver or cause to be delivered to the Collateral Agent (or its bailee) any and all Pledged Debt Securities to the extent required by Section 4.04(a).] (c) upon Upon delivery to the Notes Collateral AgentAgent (or its bailee), (i) any certificate, instrument or document representing or evidencing Pledged Securities shall be accompanied by undated stock powers duly executed in blank or other undated instruments of transfer reasonably satisfactory to the Notes Collateral Agent and duly executed in blank and by such other instruments and documents as the Notes Collateral Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as the Notes Collateral Agent may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the applicable securities, which schedule shall be attached hereto as Schedule I II and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such the pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Pledged Collateral. (a) Each Grantor agrees promptly to deliver or cause to be delivered to the Collateral Agent any and all certificates, promissory notes, instruments or other documents representing or evidencing Pledged Securities (other than Pledged Debt Securities with a face amount less than $1,000,000). (b) Subject to the terms of the Intercreditor Post-Closing Letter Agreement: (a) , each Grantor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, Agent any and all Pledged Debt Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Securities are required to be delivered pursuant to the Intercreditor Agreementwith a face amount in excess of $1,000,000. (b) [reserved.] (c) upon Upon delivery to the Notes Collateral Agent, (i) any certificate, instrument or document representing or evidencing Pledged Securities shall be accompanied by undated stock powers duly executed in blank or other undated instruments of transfer reasonably satisfactory to the Notes Collateral Agent and duly executed in blank and by such other instruments and documents as the Notes Collateral Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as the Notes Collateral Agent may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the applicable securities, which schedule shall be attached hereto as Schedule I III and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such the pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Pledged Collateral. Subject to the terms last sentence of the Intercreditor Agreement: (a) each Grantor agrees promptly to deliver this paragraph, all certificates or cause to be delivered to the Notes Collateral Agentinstruments, for the benefit of the Secured Partiesif any, any and all Pledged Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Securities are required to be delivered pursuant to the Intercreditor Agreement. (b) [reserved.] (c) upon delivery to the Notes Collateral Agent, (i) any Pledged Securities shall be accompanied by stock powers duly executed in blank representing or other instruments of transfer reasonably satisfactory to the Notes Collateral Agent and by such other instruments and documents as the Notes Collateral Agent may reasonably request and (ii) all other property comprising part of evidencing the Pledged Collateral shall be promptly delivered to and held by or on behalf of the Collateral Trustee pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by proper duly executed instruments of transfer or assignment duly executed by in blank, all in form and substance reasonably satisfactory to the applicable Grantor Collateral Trustee and such other instruments the Administrative Agent. The Collateral Trustee shall have the right, at any time after the occurrence and during the continuance of a Triggering Event and with notice to the relevant Grantor, to transfer to or documents as to register in the Notes name of the Collateral Agent may reasonably requestTrustee or any of its nominees any or all of the Pledged Shares. Each delivery of Pledged Securities Collateral shall be accompanied by a schedule describing the securitiessecurities theretofore and then being pledged hereunder, which schedule shall be attached hereto as Schedule I 7 and made a part hereof; , provided that the failure to attach any such schedule hereto shall not affect the validity of such pledge of such Pledged Securitiessecurities. Each schedule so delivered shall supplement supersede any prior schedules so delivered. Within 90 days of the Closing Date, the Borrower shall use its commercially reasonable efforts to deliver instruments evidencing the Pledged Debt listed on Schedule 7 to the Collateral Trustee together with duly executed instruments of transfer or assignment in blank in form and substance reasonably satisfactory to the Collateral Trustee and the Administrative Agent.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) Each Grantor agrees promptly to deliver or cause to be delivered to the Collateral Trustee any and all certificates, instruments or other documents representing or evidencing Pledged Stock. (b) Subject to Section 4.04(a) and Section 4.04(c), each Grantor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, Trustee any and all Pledged Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Securities are required to be delivered pursuant to the Intercreditor AgreementDebt Securities. (b) [reserved.] (c) upon Upon delivery to the Notes Collateral AgentTrustee, (i) any certificate, instrument or document representing or evidencing Pledged Securities shall be accompanied by undated stock powers duly executed in blank or other undated instruments of transfer reasonably satisfactory to the Notes Collateral Agent Trustee and duly executed in blank and by such other instruments and documents as the Notes Collateral Agent Trustee may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as the Notes Collateral Agent Trustee may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the applicable securities, which schedule shall be attached hereto as Schedule I II and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such the pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each Grantor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, any and all Pledged Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Securities are required to be delivered pursuant to the Intercreditor Agreement. (b) [reserved.] (c) upon Upon delivery to the Notes Collateral AgentPledgee, (i) any stock and/or membership interest certificates or other securities now or hereafter included in the Pledged Securities Collateral (the “Pledged Securities”) shall be accompanied by stock and/or membership interest powers duly executed in blank or other instruments of transfer reasonably satisfactory to the Notes Collateral Agent Pledgee and by such other instruments and documents in form and substance reasonably acceptable to Pledgor and Pledgee as the Notes Collateral Agent Pledgee may reasonably request in order to allow Pledgee, to exercise its rights and remedies under this Agreement and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor Pledgor and such other instruments or documents in form and substance reasonably acceptable to Pledgor and Pledgee as the Notes Collateral Agent Pledgee may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the securitiessecurities theretofore and then being pledged hereunder, which schedule shall be attached hereto as Schedule I and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such pledge of such Pledged Securities. Each schedule so delivered shall supplement supersede any prior schedules so delivered. Schedule I may be amended from time to time by the addition of the Pledged Collateral subsequently created or acquired by execution of a Supplement in substantially the form of Annex I attached hereto.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each Each Grantor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, Agent any and all Pledged Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Securities are required to be delivered pursuant to the Intercreditor AgreementSecurities. (b) [reservedEach Grantor will (i) cause any Indebtedness that is owing to any Credit Party by another Credit Party to be evidenced by an intercompany note (the “Intercompany Note”) and (ii) in respect of any Indebtedness for borrowed money owed to such Grantor by any Person that is evidenced by a promissory note, pledge and deliver such promissory note to the Collateral Agent pursuant to the terms hereof.] (c) upon Upon delivery to the Notes Collateral Agent, (i) any certificated Pledged Securities shall be accompanied by stock powers duly executed in blank or other instruments of transfer reasonably satisfactory to the Notes Collateral Agent and by such other instruments and documents as the Notes Collateral Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as the Notes Collateral Agent may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the securities, which schedule shall be attached hereto as Schedule I II and made a part hereof; , provided that failure to attach any such schedule hereto shall not affect the validity of such pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each Each Grantor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, Agent any and all certificates, promissory notes, instruments or other documents representing or evidencing Pledged Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Debt Securities are required to be delivered pursuant to the Intercreditor Agreementwith a face amount less than $1,000,000). (b) [reservedEach Grantor agrees promptly to deliver or cause to be delivered to the Collateral Agent any and all Pledged Debt Securities with a face amount in excess of $1,000,000.] (c) upon Upon delivery to the Notes Collateral Agent, (i) any certificate, instrument or document representing or evidencing Pledged Securities shall be accompanied by undated stock powers duly executed in blank or other undated instruments of transfer reasonably satisfactory to the Notes Collateral Agent and duly executed in blank and by such other instruments and documents as the Notes Collateral Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as the Notes Collateral Agent may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the applicable securities, which schedule shall be attached hereto as Schedule I III and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such the pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each Each Grantor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, Agent any and all Pledged Securities (other than any uncertificated securitiesthat are represented in physical form; provided, but only for so long as such securities remain uncertificated) however, that a Grantor shall not be required to deliver, or cause to be delivered, to the extent Collateral Agent such Pledged Securities that are required to be delivered pursuant to represented in physical form in any Subsidiary if such Grantor’s ownership of the Intercreditor AgreementEquity Interests in such Subsidiary is 1% or less of the issued and outstanding Equity Interests in such Subsidiary. (b) [reservedEach Grantor will cause any Indebtedness for borrowed money in an aggregate principal amount in excess of $1,000,000 owed to such Grantor by any person to be evidenced by a duly executed promissory note that is pledged and delivered to the Collateral Agent pursuant to the terms hereof.] (c) upon Upon delivery to the Notes Collateral Agent, (i) any certificate representing Pledged Securities shall be accompanied by undated stock powers duly executed in blank or other instruments of transfer reasonably satisfactory to the Notes Collateral Agent and by such other instruments and documents as the Notes Collateral Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as the Notes Collateral Agent may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the securities, which schedule shall be attached hereto as Schedule I II and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each Grantor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, any and all Pledged Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Securities are required to be delivered pursuant to the Intercreditor Agreement. (b) [reserved.] (c) upon I. Upon delivery to the Notes Collateral Agent, (ia) any stock certificates, notes or other securities now or hereafter included in the Collateral (the "Pledged Securities Securities") shall be accompanied by stock powers duly executed in blank or other instruments of transfer reasonably satisfactory to the Notes Collateral Agent and by such other instruments and documents as the Notes Collateral Agent may reasonably request in order to allow the Collateral Agent, only upon the occurrence and continuance of an Event of Default, to exercise its rights and remedies under this Agreement and (iib) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor Pledgor and such other instruments or documents as the Notes Collateral Agent may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the securitiessecurities theretofore and then being pledged hereunder, which schedule shall be attached hereto as Schedule I II and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such pledge of such Pledged Securities. Each schedule so delivered shall supplement supersede any prior schedules so delivered. Schedule II may be amended from time to time by the addition of the Pledged Collateral subsequently created or acquired by execution of a Supplement in substantially the form of Exhibit A attached hereto.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each Each Grantor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, Agent any and all certificates, promissory notes, instruments or other documents representing or evidencing Pledged Securities (other excluding (i) any promissory notes evidencing Pledged Debt Securities in a principal amount equal to or less than $250,000 and (ii) any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Securities are required to certificates representing Equity Interests of those entities that will be delivered converted from corporate form pursuant to and in order to effectuate the Intercreditor AgreementRestructuring). (b) [reserved.] (c) upon Upon delivery to the Notes Collateral Agent, (i) any certificate, instrument or document representing or evidencing Pledged Securities shall be accompanied by undated stock powers duly executed in blank or other undated instruments of transfer reasonably satisfactory to the Notes Collateral Agent and duly executed in blank and by such other instruments and documents as the Notes Collateral Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as the Notes Collateral Agent may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the applicable securities, which schedule shall be attached hereto as Schedule I and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such the pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each Each Grantor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, Agent any and all certificated Pledged Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Securities are required to be delivered pursuant to the Intercreditor AgreementSecurities. (b) [reservedEach Grantor will cause any Indebtedness for borrowed money owed to such Grantor by any Person to be evidenced by a duly executed promissory note that is pledged and delivered to the Collateral Agent, together with any necessary undated indorsement executed in blank, pursuant to the terms hereof.] (c) upon Upon delivery to the Notes Collateral Agent, (i) any certificated Pledged Securities shall be accompanied by undated stock powers powers, substantially in the form of Exhibit II hereto, duly executed in blank or other instruments of transfer reasonably satisfactory to the Notes Collateral Agent and by such other instruments and documents as the Notes Collateral Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as the Notes Collateral Agent may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the securities, which schedule shall be attached hereto as Schedule I II and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Pledged Collateral. (a) Subject to the terms of the Intercreditor Agreement: (a) , each Grantor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, any and all Pledged Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Securities are required to be delivered pursuant to the Intercreditor this Agreement. (b) [reserved.] (c) Subject to the Intercreditor Agreement, upon delivery to the Notes Collateral Agent, (i) any Pledged Securities shall be accompanied by stock powers or note powers, as applicable, duly executed in blank or other instruments of transfer reasonably satisfactory to the Notes Collateral Agent and by such other instruments and documents as the Notes Collateral Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as the Notes Collateral Agent may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the securities, which schedule shall be attached hereto as Schedule I and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each Each Grantor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, Agent any and all Pledged Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Securities are required to be delivered pursuant to the Intercreditor AgreementSecurities. (b) [reservedEach Grantor agrees promptly to deliver or cause to be delivered to the Collateral Agent any and all Pledged Debt Securities with a face amount of $100,000 or more (other than Pledged Debt Securities constituting Permitted Investments in which a perfected security interest exists pursuant to Article IV hereto).] (c) upon Upon delivery to the Notes Collateral Agent, (i) any certificate, instrument or document representing or evidencing Pledged Securities shall be accompanied by undated stock powers duly executed in blank or other undated instruments of transfer reasonably satisfactory to the Notes Collateral Agent and duly executed in blank and by such other instruments and documents as the Notes Collateral Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as the Notes Collateral Agent may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the securities, which schedule shall be attached hereto as Schedule I II and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such the pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each Each Grantor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, Agent any and all certificated Pledged Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Securities are required to be delivered pursuant to the Intercreditor AgreementSecurities. (b) [reservedEach Grantor will cause any Indebtedness for borrowed money owed to such Grantor by any Person (other than any Subsidiary Parties) in an amount in excess of $250,000 to be evidenced by a duly executed promissory note that is pledged and delivered to the Collateral Agent pursuant to the terms hereof.] (c) upon Upon delivery to the Notes Collateral Agent, (i) any Pledged Securities shall be accompanied by stock powers duly executed in blank or other instruments of transfer reasonably satisfactory to the Notes Collateral Agent and by such other instruments and documents as the Notes Collateral Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as the Notes Collateral Agent may reasonably request, including as reasonably requested by the Holders of a majority in principal amount of the Notes. Each delivery of Pledged Securities shall be accompanied by a schedule describing the securities, which schedule shall be attached hereto as Schedule I II and made a part hereof; provided provided, that failure to attach any such schedule hereto shall not affect the validity of such pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each Each Grantor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, Administrative Agent any and all Pledged Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Securities are required to be delivered pursuant to the Intercreditor AgreementSecurities. (b) [reservedEach Grantor will cause any Indebtedness for borrowed money owed to such Grantor by any Person (other than Indebtedness with a principal amount of less than $5,000,000) to be evidenced by a duly executed promissory note that is pledged and delivered to the Administrative Agent pursuant to the terms hereof.] (c) upon Upon delivery to the Notes Collateral Administrative Agent, (i) any Pledged Securities shall be accompanied by undated stock powers duly executed in blank or other undated instruments of transfer reasonably or assignment satisfactory to the Notes Collateral Administrative Agent and by such other instruments and documents relating to such Pledged Securities as the Notes Collateral Administrative Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of transfer or assignment duly executed by the applicable Grantor and such other instruments or documents with respect to such Pledged Collateral as the Notes Collateral Administrative Agent may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the securitiessuch Pledged Securities, which schedule shall be attached hereto as Schedule I to the Collateral Disclosure Letter and made a part hereof; thereof, provided that failure to attach any such schedule hereto thereto shall not affect the validity of such pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each Each Grantor agrees promptly to deliver or cause to be delivered to the Notes Credit Agent (or, if the First-Lien Termination Date has occurred, the Collateral Agent, for the benefit of the Secured Parties, ) any and all Pledged Securities (Securities, and any and all certificates or other than any uncertificated securitiesinstruments or documents representing the Collateral, but only for so long as unless such securities remain uncertificated) Pledged Securities, certificates or other instruments or documents have previously been delivered to the extent such Pledged Securities are required to be delivered pursuant to Credit Agent (or, if the Intercreditor AgreementFirst-Lien Termination Date has occurred, the Collateral Agent). (b) [reserved.] (c) upon Upon delivery to the Notes Credit Agent (or, if the First-Lien Termination Date has occurred, the Collateral Agent), (i) any Pledged Securities shall be accompanied by stock powers duly executed in blank or other instruments of transfer reasonably satisfactory to the Notes Collateral Credit Agent and by such other instruments and documents as the Notes Collateral Credit Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as the Notes Collateral Credit Agent may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the securities, which schedule shall be attached hereto as Schedule I II and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each Each Grantor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, Agent any and all Pledged Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Securities are required to be delivered pursuant to the Intercreditor AgreementSecurities. (b) [reservedEach Grantor will cause any Indebtedness for borrowed money in excess of $1,000,000 owed to such Grantor by any Person to be evidenced by a duly executed promissory note that is pledged and delivered to the Collateral Agent pursuant to the terms hereof; PROVIDED that compliance with this paragraph (b) will not be required to the extent compliance is not required by clause (c) of the Collateral and Guarantee Requirement.] (c) upon Upon delivery to the Notes Collateral Agent, (i) any Pledged Securities shall be accompanied by stock powers duly executed in blank or other instruments of transfer reasonably satisfactory to the Notes Collateral Agent and by such other instruments and documents as the Notes Collateral Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as the Notes Collateral Agent may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the securities, which schedule shall be attached hereto as a supplement to Schedule I II and made a part hereof; provided PROVIDED that failure to attach any such schedule hereto shall not affect the validity of such pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each Each Grantor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, Agent any and all Pledged Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Securities are required to be delivered pursuant to the Intercreditor AgreementSecurities. (b) [reservedEach Grantor will cause any Indebtedness for borrowed money owed to such Grantor by Holdings, the Borrower or any Subsidiary to be evidenced by a duly executed promissory note that is pledged and delivered to the Collateral Agent pursuant to the terms hereof.] (c) upon Upon delivery to the Notes Collateral Agent, (i) any Pledged Securities shall be accompanied by stock powers or note powers, as applicable, duly executed in blank or other instruments of transfer reasonably satisfactory to the Notes Collateral Agent and by such other instruments and documents as the Notes Collateral Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral delivered pursuant to the terms of this Agreement shall be accompanied accompanied, to the extent necessary or reasonably required to perfect the security interest in or allow realization on the Pledged Collateral, by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as the Notes Collateral Agent may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the securities, which schedule shall be attached hereto as Schedule I II and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each Each Grantor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, Agent any and all certificated Pledged Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Securities are required to be delivered pursuant to the Intercreditor AgreementSecurities. (b) [reservedEach Grantor will cause any Indebtedness for borrowed money owed to such Grantor by any Person to be evidenced by a duly executed promissory note that is pledged and delivered to the Collateral Agent, together with any necessary undated indorsement executed in blank, pursuant to the terms hereof.] (c) upon Upon delivery to the Notes Collateral Agent, (i) any certificated Pledged Securities shall be accompanied by undated stock powers powers, substantially in the form of Exhibit II hereto, duly executed in blank or other instruments of transfer reasonably satisfactory to the Notes Collateral Agent and by such other instruments and documents as the Notes Collateral Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as the Notes Collateral Agent may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the securities, which schedule shall be attached hereto as Schedule I and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each The Grantor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, Agent any and all Pledged Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Securities are required to be delivered pursuant to the Intercreditor AgreementSecurities. (b) [reservedThe Grantor will cause any Indebtedness for borrowed money owed to the Grantor by Holdings, the Borrower or any Subsidiary to be evidenced by a duly executed promissory note that is pledged and delivered to the Collateral Agent pursuant to the terms hereof.] (c) upon Upon delivery to the Notes Collateral Agent, (i) any Pledged Securities shall be accompanied by stock powers or note powers, as applicable, duly executed in blank or other instruments of transfer reasonably satisfactory to the Notes Collateral Agent and by such other instruments and documents as the Notes Collateral Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral delivered pursuant to the terms of this Agreement shall be accompanied accompanied, to the extent necessary or reasonably required to perfect the security interest in or allow realization on the Pledged Collateral, by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as the Notes Collateral Agent may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the securities, which schedule shall be attached hereto as Schedule I and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each Each Grantor represents and warrants that all certificates, agreements or instruments representing or evidencing the Pledged Collateral (except as set forth in this Section 3.02) in existence on the date hereof have been delivered to the Collateral Agent in suitable form for transfer by delivery or accompanied by duly executed instruments of transfer or assignment in blank. Each Grantor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, Agent any and all certificated Pledged Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to acquired after the extent such Pledged Securities are required to be delivered pursuant to the Intercreditor AgreementClosing Date. (b) [reservedEach Grantor will cause any Indebtedness for borrowed money owed to such Grantor by any Person (other than a Loan Party) which is (A) in excess of $2,500,000 and (B) evidenced by a duly executed promissory note to be pledged and delivered to the Collateral Agent pursuant to the terms hereof.] (c) upon Upon delivery thereof to the Notes Collateral Agent, (i) any certificated Pledged Securities shall be accompanied by undated stock powers duly executed in blank or other undated instruments of transfer reasonably satisfactory to the Notes Collateral Agent and by such other instruments and documents as the Notes Collateral Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as the Notes Collateral Agent may reasonably requestAgent. Each delivery of Pledged Securities shall be accompanied by a schedule describing the securitiessuch Pledged Securities, which schedule shall be attached hereto as a supplement to Schedule I II and made a part hereof; , provided that failure to attach any such schedule hereto shall not affect the validity of such pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each The Grantor has delivered to the Security Agent all Pledged Security Certificates existing on the date hereof and agrees promptly to as soon as practicable deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, Security Agent any and all Pledged Securities (other than any uncertificated securities, but only for so long Security Certificates that may arise hereafter in such manner as such securities remain uncertificated) to the extent such Pledged Securities are required to be delivered pursuant to Security Agent may notify the Intercreditor AgreementGrantor. (b) [reserved.] (c) upon Upon delivery to the Notes Collateral Security Agent, (i) any Pledged Securities Security Certificates shall be accompanied by stock powers or bond powers, as applicable, duly executed in blank or other instruments of transfer reasonably satisfactory to the Notes Collateral Security Agent and by such other instruments and documents as the Notes Collateral Security Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as the Notes Collateral Security Agent may reasonably request. Each delivery of Pledged Securities Security Certificates shall be accompanied by a schedule schedules describing the securitiesPledged Security Certificates, which schedule schedules shall be attached hereto as Schedule I and Schedule II, respectively, and made a part hereof; provided that any failure to attach any such schedule schedules hereto shall not affect the validity of such pledge of such Pledged SecuritiesSecurity Certificates. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each Each Grantor agrees promptly (and with respect to Pledged Securities owned on the date of this Agreement, in any event within 45 days after the date of this Agreement) to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, Agent any and all Pledged Securities (other than at any uncertificated securities, but only for so long as time owned by such securities remain uncertificated) to the extent such Pledged Securities are required to be delivered pursuant to the Intercreditor AgreementGrantor. (b) [reserved.] (c) upon Upon delivery to the Notes Collateral Agent, (i) any Pledged Securities shall be accompanied by undated stock powers duly executed in blank or other instruments of transfer reasonably satisfactory to the Notes Collateral Agent and by such other instruments and documents as the Notes Collateral Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as the Notes Collateral Agent may reasonably request. Each delivery of Pledged Securities after the date of this Agreement shall be accompanied by a schedule describing the securitiesPledged Securities so delivered, which schedule shall be attached hereto as a supplement to Schedule I 2 and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such pledge of such Pledged Securities. Each schedule so delivered . (c) The assignment, pledges and security interests granted in Section 3.01 are granted as security only and shall supplement not subject the Collateral Agent or any prior schedules so deliveredother Secured Party to, or in any way alter or modify, any obligation or liability of any Grantor with respect to or arising out of the Pledged Collateral.

Delivery of the Pledged Collateral. (a) Subject to the terms of the Intercreditor Agreement: limitation set forth in clause (ab) below, each Grantor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, Agent any and all certificates, instruments or other documents representing or evidencing Pledged Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Securities are required to be delivered pursuant to the Intercreditor AgreementSecurities. (b) [reservedEach Grantor agrees promptly to deliver or cause to be delivered to the Collateral Agent any and all Pledged Debt Securities with an individual face value in excess of $10,000,000.] (c) upon Upon delivery to the Notes Collateral Agent, (i) any certificate, instrument or document representing or evidencing Pledged Securities delivered pursuant to paragraphs (a) and (b) of this Section 3.02 shall be accompanied by undated stock powers duly executed in blank or other undated instruments of transfer reasonably satisfactory to the Notes Collateral Agent and duly executed in blank and by such other instruments and documents as necessary or the Notes Collateral Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as are necessary or the Notes Collateral Agent may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the applicable securities, which schedule shall be attached hereto as Schedule I II and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such the pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered. For avoidance of doubt, the Grantors’ obligations pursuant to this Section 3.02 are subject to the Intercreditor Agreement, any other Acceptable Intercreditor Agreement and the provisions of Section 7.18 hereof.

Delivery of the Pledged Collateral. (a) Each Grantor agrees promptly to deliver or cause to be delivered to the Collateral Trustee any and all certificates, instruments or other documents representing or evidencing Pledged Stock. (b) Subject to the terms of the Intercreditor Agreement: (athresholds in Section 4.04(a) and Section 4.04(b), each Grantor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, Trustee any and all Pledged Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Securities are required to be delivered pursuant to the Intercreditor AgreementDebt Securities. (b) [reserved.] (c) upon Upon delivery to the Notes Collateral AgentTrustee, (i) any certificate, instrument or document representing or evidencing Pledged Securities shall be accompanied by undated stock powers duly executed in blank or other undated instruments of transfer reasonably satisfactory to the Notes Collateral Agent Trustee and duly executed in blank and by such other instruments and documents as the Notes Collateral Agent Trustee may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as the Notes Collateral Agent Trustee may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the applicable securities, which schedule shall be attached hereto as Schedule I II and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such the pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each Grantor The Borrower agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, Lender any and all certificates, instruments or other documents representing or evidencing Pledged Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Securities are required to be delivered pursuant to the Intercreditor AgreementSecurities. (b) [reserved.] (c) upon Upon delivery to the Notes Collateral AgentLender, (i) any certificate, instrument or document representing or evidencing Pledged Securities shall be accompanied by undated stock powers duly executed in blank or other undated instruments of transfer reasonably satisfactory to the Notes Collateral Agent Lender and duly executed in blank and by such other instruments and documents as the Notes Collateral Agent Lender may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor Borrower and such other instruments or documents as the Notes Collateral Agent Lender may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the applicable securities, which schedule shall be attached hereto as Schedule I II and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such the pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each Each Grantor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, Agent any and all Pledged Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to the extent such Pledged Securities are required to be delivered pursuant to the Intercreditor AgreementSecurities. (b) [reservedEach Grantor agrees promptly to deliver or cause to be delivered to the Collateral Agent any and all Pledged Debt Securities with a face amount of $250,000 or more (other than Pledged Debt Securities constituting Permitted Investments in which a perfected security interest exists pursuant to Article IV hereto).] (c) upon Upon delivery to the Notes Collateral Agent, (i) any certificate, instrument or document representing or evidencing Pledged Securities shall be accompanied by undated stock powers duly executed in blank or other undated instruments of transfer reasonably satisfactory to the Notes Collateral Agent and duly executed in blank and by such other instruments and documents as the Notes Collateral Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as the Notes Collateral Agent may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the securities, which schedule shall be attached hereto as Schedule I II and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such the pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered.

Delivery of the Pledged Collateral. Subject to the terms of the Intercreditor Agreement: (a) each Grantor Each Pledgor agrees promptly to deliver or cause to be delivered to the Notes Collateral Agent, for the benefit of the Secured Parties, Agent any and all Pledged Securities (other than any uncertificated securities, but only for so long as such securities remain uncertificated) to in accordance with Article IIIA of the extent such Pledged Securities are required to be delivered pursuant to 364-Day Credit Agreement and Article IIIA of the Intercreditor 5-Year Credit Agreement. (b) [reserved.] (c) upon Upon delivery to the Notes Collateral Agent, (i) any Pledged Securities shall be accompanied by stock powers duly executed in blank or other instruments of transfer reasonably satisfactory to the Notes Collateral Agent and by such other instruments and documents as the Notes Collateral Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the applicable Grantor Pledgor and such other instruments or documents as the Notes Collateral Agent may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the securities, which schedule shall be attached hereto as Schedule I II and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior schedules so delivered.