Common use of Instruments, Securities, Chattel Paper, Documents and Pledged Deposits Clause in Contracts

Instruments, Securities, Chattel Paper, Documents and Pledged Deposits. Each Grantor will (i) deliver to the Collateral Agent immediately upon execution of this Security Agreement the originals of all Chattel Paper, Securities (to the extent certificated) and Instruments constituting Collateral (if any then exist) with a value in excess of $250,000, (ii) hold in trust for the Secured Parties upon receipt and immediately thereafter deliver to the Collateral Agent any Chattel Paper, Securities and Instruments constituting Collateral with a value in excess of $250,000, (iii) upon the designation of any Pledged Deposits (as set forth in the definition thereof), deliver to the Collateral Agent such Pledged Deposits which are evidenced by certificates included in the Collateral endorsed in blank, marked with such legends and assigned as the Collateral Agent shall specify, and (iv) upon the request of the Collateral Agent or any other Secured Party, after the occurrence and during the continuance of an Event of Default, deliver to the Collateral Agent (and thereafter hold in trust for the Secured Parties upon receipt and immediately deliver to the Collateral Agent) any Document evidencing or constituting Collateral. Each Grantor further agrees that all certificates, agreements or instruments representing or evidencing Chattel Paper, Securities and Instruments that constitute Collateral acquired by such Grantor after the date hereof shall promptly (but in any event within forty-five (45) days after receipt thereof by such Grantor) be delivered to and held by or on behalf of the Collateral Agent pursuant hereto. All Securities (to the extent certificated) and all Instruments, including without limitation, any Intercompany Note, shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Collateral Agent.

Instruments, Securities, Chattel Paper, Documents and Pledged Deposits. Each Grantor will (i) except to the extent otherwise expressly provided in the Credit Agreement, deliver to the Collateral Administrative Agent immediately upon execution of this Security Agreement the originals of all Chattel Paper, Paper and Instruments in excess of $500,000 and all Securities (to the extent certificated) and Instruments constituting Collateral (if any then exist) with a value in excess of $250,000), (ii) hold in trust for the Secured Parties Administrative Agent upon receipt and immediately promptly thereafter deliver to the Collateral Administrative Agent any Chattel Paper, Securities and Instruments constituting Collateral with a value in excess of $250,000Collateral, (iii) upon the designation of any Pledged Deposits (as set forth in the definition thereof), deliver to the Collateral Administrative Agent such Pledged Deposits which are evidenced by certificates included in the Collateral endorsed in blank, marked with such legends and assigned as the Collateral Administrative Agent shall specify, and (iv) upon the Administrative Agent’s request of the Collateral Agent or any other Secured Party, after the occurrence and during the continuance of an Event of Default, deliver to the Collateral Administrative Agent (and thereafter hold in trust for the Secured Parties Administrative Agent upon receipt and immediately promptly deliver to the Collateral Administrative Agent) any Document evidencing or constituting Collateral, and (v) upon the Administrative Agent’s request, deliver to the Administrative Agent a duly executed amendment to this Security Agreement, in the form of Exhibit “I” hereto (the “Amendment”), pursuant to which such Grantor will pledge such additional Collateral. Each Such Grantor further hereby authorizes the Administrative Agent to attach each Amendment to this Security Agreement and agrees that all certificates, agreements or instruments representing or evidencing Chattel Paper, Securities and Instruments that constitute additional Collateral acquired owned by it set forth in such Grantor after the date hereof Amendments shall promptly (but in any event within forty-five (45) days after receipt thereof by such Grantor) be delivered considered to and held by or on behalf be part of the Collateral Agent pursuant hereto. All Securities (to the extent certificated) and all Instruments, including without limitation, any Intercompany Note, shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Collateral AgentCollateral.

Instruments, Securities, Chattel Paper, Documents and Pledged Deposits. Each Grantor will (i) deliver to the Collateral Administrative Agent immediately upon execution of this Security Agreement the originals of all Pledged Equity, and, to the extent the same has a value in excess of $5,000,000 in the aggregate, originals of all Chattel Paper, Securities (to the extent certificated) and Instruments constituting Collateral (if any then exist) with a value in excess of $250,000exist and other than those constituting Cash Equivalent Investments), (ii) hold in trust for the Secured Parties Administrative Agent upon receipt and immediately thereafter deliver to the Collateral Administrative Agent any Pledged Equity, and, to the extent the same has a value in excess of $5,000,000 in the aggregate, originals of Chattel Paper, Securities and Instruments constituting Collateral with a value in excess of $250,000(other than those constituting Cash Equivalent Investments), (iii) upon the designation of any Pledged Deposits (as set forth in the definition thereof)) in excess of $5,000,000 in the aggregate, deliver to the Collateral Administrative Agent such Pledged Deposits which are evidenced by certificates included in the Collateral endorsed in blank, marked with such legends and assigned as the Collateral Administrative Agent shall specify, and (iv) upon the request of the Collateral Agent or any other Secured PartyAdministrative Agent’s request, after the occurrence and during the continuance of an Event of a Default, deliver to the Collateral Administrative Agent (and thereafter hold in trust for the Secured Parties Administrative Agent upon receipt and immediately deliver to the Collateral Administrative Agent) any Document evidencing or constituting Collateral. Each Grantor further agrees that all certificates, agreements or instruments representing or evidencing Chattel Paper, Securities and Instruments that constitute Collateral acquired by such Grantor after the date hereof shall promptly (but in any event within forty-five (45) days after receipt thereof by such Grantor) be delivered to and held by or on behalf of the Collateral Agent pursuant hereto. All Securities (to the extent certificated) and all Instruments, including without limitation, any Intercompany Note, shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Collateral Agent.

Instruments, Securities, Chattel Paper, Documents and Pledged Deposits. Each Grantor will (i) upon the Agent’s request, deliver to the Collateral Agent immediately upon execution of this Security Agreement Agent, the originals of all Chattel PaperPaper and Instruments (other than Intercompany Instruments; provided that such Intercompany Instruments shall not be delivered to any Person which is not a Grantor, Securities (the Senior Secured Notes Trustee or the Agent), in each case, to the extent certificated) evidencing amounts in excess of $5,000,000 individually, or $10,000,000 in the aggregate, and Instruments constituting Collateral (if any then exist) with a value in excess of $250,000, and Securities constituting Collateral (to the extent certificated); (ii) hold in trust for the Secured Parties Agent upon receipt and immediately and, upon the Agent’s request, promptly thereafter deliver to the Collateral Agent any Chattel Paper, Securities Paper and Instruments constituting Collateral with (other than Intercompany Instruments; provided, that such Intercompany Instruments shall not be delivered to any Person who is not a value Grantor, the Senior Secured Notes Trustee or the Agent), in each case, to the extent evidencing amounts in excess of $250,0005,000,000 individually or $10,000,000 in the aggregate, and constituting Collateral (if any then exist) and Securities (to the extent certificated); (iii) upon the designation by a Grantor of any Pledged Deposits (as set forth in the definition thereof)) as Collateral, deliver to the Collateral Agent such Pledged Deposits which are evidenced by certificates included in the Collateral endorsed in blank, marked with such legends and assigned as the Collateral Agent shall reasonably specify, and ; (iv) upon the request of the Collateral Agent or any other Secured PartyAgent’s request, after the occurrence and during the continuance continuation of an Event of DefaultDefault (subject to the terms of the Intercreditor Agreement), deliver to the Collateral Agent (and thereafter hold in trust for the Secured Parties Agent upon receipt and immediately promptly deliver to the Collateral Agent) any Document evidencing or constituting Collateral; and (v) upon the Agent’s request, deliver to the Agent, promptly after the delivery of a Compliance Certificate, a duly executed amendment to this Security Agreement, in the form of Exhibit “I” hereto (the “Amendment”), pursuant to which such Grantor will specify such additional Collateral pledged hereunder. Each Such Grantor further hereby authorizes the Agent to attach each Amendment to this Security Agreement and agrees that all certificates, agreements or instruments representing or evidencing Chattel Paper, Securities and Instruments that constitute additional Collateral acquired owned by it set forth in such Grantor after the date hereof Amendments shall promptly (but in any event within forty-five (45) days after receipt thereof by such Grantor) be delivered considered to and held by or on behalf be part of the Collateral Agent pursuant hereto. All Securities (to the extent certificated) and all Instruments, including without limitation, any Intercompany Note, shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Collateral AgentCollateral.

Instruments, Securities, Chattel Paper, Documents and Pledged Deposits. Each Grantor will (i) deliver to the Collateral Administrative Agent immediately upon execution of this Security Agreement the originals of all Chattel PaperPaper and Instruments (other than Intercompany Instruments; provided that such Intercompany Instruments shall not be delivered to any Person which is not a Grantor or the Administrative Agent), Securities (in each case, to the extent certificated) evidencing amounts in excess of $5,000,000 individually, or $10,000,000 in the aggregate, and Instruments constituting Collateral (if any then exist) with a value in excess of $250,000and Securities constituting Collateral (to the extent certificated), (ii) hold in trust for the Secured Parties Administrative Agent upon receipt and immediately promptly thereafter deliver to the Collateral Administrative Agent any Chattel Paper, Securities Paper and Instruments constituting Collateral with (other than Intercompany Instruments; provided that such Intercompany Instruments shall not be delivered to any Person which is not a value Grantor or the Administrative Agent), in each case, to the extent evidencing amounts in excess of $250,0005,000,000 individually or $10,000,000 in the aggregate, and constituting Collateral (if any then exist) and Securities (to the extent certificated), (iii) upon the designation by a Grantor of any Pledged Deposits (as set forth in the definition thereof)) as Collateral, deliver to the Collateral Administrative Agent such Pledged Deposits which are evidenced by certificates included in the Collateral endorsed in blank, marked with such legends and assigned as the Collateral Administrative Agent shall reasonably specify, and (iv) upon the request of the Collateral Agent or any other Secured PartyAdministrative Agent’s request, after the occurrence and during the continuance of an Event of Default, deliver to the Collateral Administrative Agent (and thereafter hold in trust for the Secured Parties Administrative Agent upon receipt and immediately promptly deliver to the Collateral Administrative Agent) any Document evidencing or constituting Collateral, and (v) upon the Administrative Agent’s request, deliver to the Administrative Agent, promptly after the delivery of a Compliance Certificate, a duly executed amendment to this Security Agreement, in the form of Exhibit “I” hereto (the “Amendment”), pursuant to which such Grantor will specify such additional Collateral pledged hereunder. Each Such Grantor further hereby authorizes the Administrative Agent to attach each Amendment to this Security Agreement and agrees that all certificates, agreements or instruments representing or evidencing Chattel Paper, Securities and Instruments that constitute additional Collateral acquired owned by it set forth in such Grantor after the date hereof Amendments shall promptly (but in any event within forty-five (45) days after receipt thereof by such Grantor) be delivered considered to and held by or on behalf be part of the Collateral Agent pursuant heretoCollateral. All Securities (to the extent certificated) and all Instruments, including without limitation, any Intercompany Note, shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Collateral Agent.ACTIVE 214413513v.9

Instruments, Securities, Chattel Paper, Documents and Pledged Deposits. Each Grantor will (i) deliver to the Collateral Administrative Agent immediately upon execution of this Security Agreement the originals of all Chattel Paper, Securities (to the extent certificated) Paper and Instruments (excluding checks) constituting Collateral (if any then exist) with a value in excess of $250,000), (ii) deliver to the Administrative Agent as promptly as possible, but in any event within sixty (60) days (or by such later date as the Administrative Agent may agree in the exercise of its reasonable discretion) originals of all Securities constituting Collateral, (iii) hold in trust for the Secured Parties Administrative Agent upon receipt and immediately thereafter deliver to the Collateral Administrative Agent any Chattel Paper, Securities and Instruments (excluding checks) constituting Collateral with a value in excess of $250,000Collateral, (iiiiv) upon the designation of any Pledged Deposits (as set forth in the definition thereof), deliver to the Collateral Administrative Agent such Pledged Deposits which are evidenced by certificates included in the Collateral endorsed in blank, marked with such legends and assigned as the Collateral Administrative Agent shall specify, and (ivv) upon the request of the Collateral Agent or any other Secured PartyAdministrative Agent’s request, after the occurrence and during the continuance of an Event of a Default, deliver to the Collateral Administrative Agent (and thereafter hold in trust for the Secured Parties Administrative Agent upon receipt and immediately deliver to the Collateral Administrative Agent) any Document evidencing or constituting Collateral. Each Grantor further agrees that all certificatesNotwithstanding the foregoing, agreements or instruments representing or evidencing so long as no Default shall have occurred and be continuing, Grantors shall not be required to deliver to the Administrative Agent (i) any Chattel Paper, Securities and Instruments that constitute Collateral acquired by such Grantor after the date hereof shall promptly Paper having a term of less than ninety (but in any event within forty-five (4590) days after receipt thereof by such Grantoror (ii) be delivered to and held by or on behalf any Instrument having a face amount of the Collateral Agent pursuant hereto. All Securities (to the extent certificated) and all Instruments, including without limitation, any Intercompany Note, shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Collateral Agentless than $100,000.

Instruments, Securities, Chattel Paper, Documents and Pledged Deposits. Each Grantor will (i) deliver to the Collateral Administrative Agent immediately upon execution of this Security Agreement the originals of all Chattel Paper, Securities (to the extent certificated) and Instruments constituting Collateral (if any then exist) with a value in excess of $250,000), (ii) hold in trust for the Secured Parties Administrative Agent upon receipt and immediately thereafter deliver to the Collateral Administrative Agent any Chattel Paper, Securities and Instruments constituting Collateral with a value in excess of $250,000Collateral, (iii) upon the designation of any Pledged Deposits (as set forth in the definition thereof), deliver to the Collateral Agent such Pledged Deposits which are evidenced by certificates included in the Collateral endorsed in blank, marked with such legends and assigned as the Collateral Agent shall specify, and (iv) upon the request of the Collateral Agent or any other Secured PartyAdministrative Agent’s request, after the occurrence and during the continuance of an Event of a Default, deliver to the Collateral Administrative Agent (and thereafter hold in trust for the Secured Parties Administrative Agent upon receipt and immediately deliver to the Collateral Administrative Agent) any Document evidencing or constituting Collateral in an amount greater than $1,000,000, and (iv) upon the Administrative Agent’s request, deliver to the Administrative Agent a duly executed amendment to this Security Agreement, in the form of Exhibit “H” hereto (the “Amendment”), pursuant to which such Grantor will pledge such additional Collateral. Each Such Grantor further hereby authorizes the Administrative Agent to attach each Amendment to this Security Agreement and agrees that all certificatesadditional Collateral owned by it set forth in such Amendments shall be considered to be part of the Collateral; provided that, agreements or instruments representing or evidencing Chattel Paperfor the avoidance of doubt, Securities and Instruments with respect to any delivery of Equity Interests of the Subsidiaries required under this Section 4.4, only the Equity Interests of Subsidiaries that constitute Collateral acquired by such Grantor after the date in accordance with Article II hereof shall promptly (but in any event within forty-five (45) days after receipt thereof by such Grantor) will be delivered to and held by or on behalf the Administrative Agent; provided further that the Equity Interests of the Collateral Agent pursuant hereto. All Securities (First-Tier Foreign Subsidiaries required to be delivered hereunder may be delivered after the extent certificated) and all Instruments, including without limitation, any Intercompany Note, shall be Closing Date in suitable form for transfer by delivery or shall be accompanied by duly executed instruments accordance with Section 5.09 of transfer or assignment in blank, all in form and substance satisfactory to the Collateral AgentCredit Agreement.

Instruments, Securities, Chattel Paper, Documents and Pledged Deposits. Each Grantor will (i) deliver to the Collateral Administrative Agent immediately upon execution of this Security Agreement the originals of all Chattel Paper, Securities (to the extent certificated) and Instruments constituting Collateral (if any then exist) with a value in excess of $250,000), (ii) hold in trust for the Secured Parties Administrative Agent upon receipt and immediately thereafter deliver to the Collateral Administrative Agent any Chattel Paper, Securities (to the extent certificated) and Instruments constituting Collateral with a value in excess of $250,000Collateral, (iii) upon the designation of any Pledged Deposits (as set forth in the definition thereof), deliver to the Collateral Agent such Pledged Deposits which are evidenced by certificates included in the Collateral endorsed in blank, marked with such legends and assigned as the Collateral Agent shall specify, and (iv) upon the request of the Collateral Agent or any other Secured PartyAdministrative Agent’s request, after the occurrence and during the continuance of an Event of a Default, deliver to the Collateral Administrative Agent (and thereafter hold in trust for the Secured Parties Administrative Agent upon receipt and immediately deliver to the Collateral Administrative Agent) any Document evidencing or constituting Collateral in an amount greater than $1,000,000, and (iv) upon the Administrative Agent’s request, deliver to the Administrative Agent a duly executed amendment to this Security Agreement, in the form of Exhibit “I” hereto (the “Amendment”), pursuant to which such Grantor will pledge such additional Collateral. Each Such Grantor further hereby authorizes the Administrative Agent to attach each Amendment to this Security Agreement and agrees that all certificatesadditional Collateral owned by it set forth in such Amendments shall be considered to be part of the Collateral; provided that, agreements or instruments representing or evidencing Chattel Paperfor the avoidance of doubt, Securities and Instruments with respect to any delivery of Equity Interests in the Subsidiaries required under this Section 4.4, only the Equity Interests in Subsidiaries that constitute Collateral acquired by such Grantor after the date hereof shall promptly (but in any event within forty-five (45) days after receipt thereof by such Grantor) accordance with Article II of this Security Agreement will be delivered to and held by or on behalf the Administrative Agent; provided further that the Equity Interests in the First Tier Foreign Subsidiaries required to be delivered hereunder may be delivered after the Closing Date in accordance with Section 5.09 of the Collateral Agent pursuant hereto. All Securities (to the extent certificated) and all Instruments, including without limitation, any Intercompany Note, shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Collateral AgentCredit Agreement.

Instruments, Securities, Chattel Paper, Documents and Pledged Deposits. Each Grantor will (i) deliver to the Collateral Administrative Agent immediately upon execution of this Security Agreement the originals of all Chattel Paper, Securities (to the extent certificated) and Instruments (to the extent in an amount in excess of $2,000,000 in the case of intercompany notes) constituting Collateral (if any then exist) with a value in excess of $250,000), (ii) hold in trust for the Secured Parties Administrative Agent upon receipt and immediately thereafter deliver to the Collateral Administrative Agent any Chattel Paper, Securities and Instruments constituting Collateral with a value in excess of $250,000Collateral, (iii) upon the designation of any Pledged Deposits (as set forth in the definition thereof), deliver to the Collateral Administrative Agent such Pledged Deposits which are evidenced by certificates included in the Collateral endorsed in blank, marked with such legends and assigned as the Collateral Administrative Agent shall specify, and (iv) upon the request of the Collateral Agent or any other Secured PartyAdministrative Agent’s request, after the occurrence and during the continuance continuation of an Event of a Default, deliver to the Collateral Administrative Agent (and thereafter hold in trust for the Secured Parties Administrative Agent upon receipt and immediately deliver to the Collateral Administrative Agent) any Document evidencing or constituting Collateral, and (v) upon the Administrative Agent’s request, deliver to the Administrative Agent a duly executed amendment to this Security Agreement, in the form of Exhibit “I” hereto (the “Amendment”), pursuant to which such Grantor will pledge such additional Collateral. Each Such Grantor further hereby authorizes the Administrative Agent to attach each Amendment to this Security Agreement and agrees that all certificates, agreements or instruments representing or evidencing Chattel Paper, Securities and Instruments that constitute additional Collateral acquired owned by it set forth in such Grantor after the date hereof Amendments shall promptly (but in any event within forty-five (45) days after receipt thereof by such Grantor) be delivered considered to and held by or on behalf be part of the Collateral Agent pursuant hereto. All Securities (to the extent certificated) and all Instruments, including without limitation, any Intercompany Note, shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Collateral AgentCollateral.

Instruments, Securities, Chattel Paper, Documents and Pledged Deposits. Each Such Grantor will will: (i) deliver to the Collateral Agent Trustee (or, if applicable, its agent for perfection pursuant to Section 8.21.2 hereof) immediately upon execution of this Security Agreement the originals of all Chattel Paper, Securities (to the extent certificated) and Instruments constituting Collateral (if any then exist) with a value in excess of $250,000), (ii) hold in trust for the Secured Parties Collateral Trustee upon receipt and immediately thereafter deliver to the Collateral Agent Trustee (or, if applicable, its agent for perfection pursuant to Section 8.21.2 hereof) any Chattel Paper, Securities and Instruments constituting Collateral with a value in excess of $250,000Collateral, (iii) promptly upon the designation of any Pledged Deposits (as set forth in the definition thereof), deliver to the Collateral Agent Trustee (or, if applicable, its agent for perfection pursuant to Section 8.21.2 hereof) such Pledged Deposits which are evidenced by certificates included in the Collateral endorsed in blank, marked with such legends and collaterally assigned as the Collateral Agent Trustee (or, if applicable, its agent for perfection pursuant to Section 8.21.2 hereof) shall reasonably specify, and (iv) upon the request of the Collateral Agent or any other Secured PartyTrustee’s request, after the occurrence and during the continuance of an Event of Default, deliver to the Collateral Agent Trustee or, if applicable, its agent for perfection (and thereafter hold in trust for the Secured Parties Collateral Trustee upon receipt and immediately deliver to the Collateral AgentTrustee or, if applicable, its agent for perfection) any Document evidencing or constituting Collateral. Each Grantor further agrees that all certificates, agreements or instruments representing or evidencing Chattel Paper, Securities and Instruments that constitute Collateral acquired by such Grantor after the date hereof shall promptly (but in any event within forty-five (45) days after receipt thereof by such Grantor) be delivered to and held by or on behalf of the Collateral Agent pursuant hereto. All Securities (to the extent certificated) and all Instruments, including without limitation, any Intercompany Note, shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Collateral Agent.

Instruments, Securities, Chattel Paper, Documents and Pledged Deposits. Each Grantor will (i) at the request of the Administrative Agent, deliver to the Collateral Administrative Agent immediately upon execution of this Security Agreement the originals of all Chattel Paper, Securities (to the extent certificated) and Instruments constituting Collateral (if any then exist), other than Chattel Paper, Securities and Instruments having a book value which do not exceed $1,000,000 in the aggregate (except that the Securities evidencing ownership of each Subsidiary (other than an Excluded Subsidiary) with a value in excess will be delivered to the Administrative Agent regardless of $250,000value), (ii) hold in trust for the Secured Parties Administrative Agent upon receipt and immediately thereafter deliver (except as provided in subsection 4.4(i) above) to the Collateral Administrative Agent any Chattel Paper, Securities and Instruments constituting Collateral with a value in excess of $250,000Collateral, (iii) upon the designation of any Pledged Deposits (as set forth in the definition thereof), deliver to the Collateral Administrative Agent such Pledged Deposits which are evidenced by certificates included in the Collateral endorsed in blank, marked with such legends and assigned as the Collateral Administrative Agent shall specify, and (iv) upon the request of the Collateral Agent or any other Secured PartyAdministrative Agent’s request, after the occurrence and during the continuance of an Event of a Default, deliver to the Collateral Administrative Agent (and thereafter hold in trust for the Secured Parties Administrative Agent upon receipt and immediately deliver to the Collateral Administrative Agent) any Document evidencing or constituting Collateral. Each Grantor further agrees that all certificates, agreements or instruments representing or evidencing Chattel Paper, Securities and Instruments that constitute Collateral acquired by such Grantor after the date hereof shall promptly (but in any event within forty-five (45) days after receipt thereof by such Grantor) be delivered to and held by or on behalf of the Collateral Agent pursuant hereto. All Securities (to the extent certificated) and all Instruments, including without limitation, any Intercompany Note, shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Collateral Agent.

Instruments, Securities, Chattel Paper, Documents and Pledged Deposits. Each Grantor will (i) deliver to the Collateral Administrative Agent immediately upon execution of this Security Agreement the originals of all Securities constituting Equity Interests of any Pledge Subsidiary. Each Grantor, after the occurrence and during the continuance of a Default and promptly following its receipt of the Administrative Agent’s request will (i) deliver to the Administrative Agent the originals of all other Chattel Paper, Securities (to the extent certificated) and Instruments constituting Collateral (if any then exist) with a value in excess of $250,000), (ii) hold in trust for the Secured Parties Administrative Agent upon receipt and immediately thereafter deliver to the Collateral Administrative Agent any Chattel Paper, Securities and Instruments constituting Collateral with a value in excess of $250,000Collateral, (iii) deliver to the Administrative Agent (and thereafter hold in trust for the Administrative Agent upon receipt and immediately deliver to the designation of Administrative Agent) any Document evidencing or constituting Collateral and (iv) deliver to the Administrative Agent any Pledged Deposits (as set forth may have been designated in accordance with the definition thereof), deliver to the Collateral Agent such Pledged Deposits ) which are evidenced by certificates included in the Collateral endorsed in blank, marked with such legends and assigned as the Collateral Administrative Agent shall specify. Notwithstanding the foregoing, and (iv) upon the request of the Collateral Agent or any other Secured Party, after the occurrence and during the continuance of an Event of Default, deliver to the Collateral Agent (and thereafter hold in trust for the Secured Parties upon receipt and immediately deliver to the Collateral Agent) any Document evidencing or constituting Collateral. Each each Grantor further agrees that all certificates, agreements it shall not deliver or instruments representing or evidencing endorse originals of any such Chattel Paper, Securities Securities, Investments and Instruments that constitute certificates constituting Collateral acquired by such to any Person other than any other Grantor after the date hereof shall promptly (but in any event within forty-five (45) days after receipt thereof by such Grantor) be delivered to and held by or on behalf of the Collateral Agent pursuant hereto. All Securities (to the extent certificatedrequired by this Section 4.4) and all Instruments, including without limitation, any Intercompany Note, shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Collateral Administrative Agent.

Instruments, Securities, Chattel Paper, Documents and Pledged Deposits. Each Grantor will (i) upon the Administrative Agent’s request, deliver to the Collateral Administrative Agent immediately upon execution of this Security Agreement the originals of all Chattel Paper, Securities (to the extent certificated) and Instruments constituting Collateral (if any then exist) with a value in excess of $250,000), (ii) hold in trust for the Secured Parties Administrative Agent upon receipt and immediately promptly thereafter deliver to the Collateral Administrative Agent any Chattel Paper, Securities and Instruments constituting Collateral with a value in excess of $250,000Collateral, (iii) upon the designation of any Pledged Deposits (as set forth in the definition thereof), deliver to the Collateral Administrative Agent such Pledged Deposits which are evidenced by certificates included in the Collateral endorsed in blank, marked with such legends and assigned as the Collateral Administrative Agent shall specify, and (iv) upon the request of the Collateral Agent or any other Secured PartyAdministrative Agent’s request, after the occurrence and during the continuance of an Event of a Default, deliver to the Collateral Administrative Agent (and thereafter hold in trust for the Secured Parties Administrative Agent upon receipt and immediately promptly deliver to the Collateral Administrative Agent) any Document evidencing or constituting Collateral, and (v) upon the Administrative Agent's request, deliver to the Administrative Agent a duly executed amendment to this Security Agreement, in the form of Exhibit “I” hereto (the “Amendment”), pursuant to which such Grantor will pledge such additional Collateral. Each Such Grantor further hereby authorizes the Administrative Agent to attach each Amendment to this Security Agreement and agrees that all certificates, agreements or instruments representing or evidencing Chattel Paper, Securities and Instruments that constitute additional Collateral acquired owned by it set forth in such Grantor after the date hereof Amendments shall promptly (but in any event within forty-five (45) days after receipt thereof by such Grantor) be delivered considered to and held by or on behalf be part of the Collateral Agent pursuant hereto. All Securities (to the extent certificated) and all Instruments, including without limitation, any Intercompany Note, shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Collateral AgentCollateral.

Instruments, Securities, Chattel Paper, Documents and Pledged Deposits. Each Grantor Subject to compliance with applicable Gaming Laws, each Guarantor will (i) deliver to the Collateral Administrative Agent immediately upon execution of this Security Agreement the originals of all Chattel PaperPaper (with a value, individually, of $100,000 or more), Securities (to the extent certificated) and Instruments constituting Collateral (if any then exist) , with a value in excess value, individually, of $250,000100,000 or more), in each case constituting Collateral, (ii) hold in trust for the Secured Parties Administrative Agent upon receipt and immediately thereafter deliver to the Collateral Administrative Agent any such Chattel Paper, Securities and Instruments constituting Collateral with a value in excess of $250,000Collateral, (iii) upon the designation of any Pledged Deposits (as set forth in the definition thereof)) with a value, individually, of $100,000 or more, deliver to the Collateral Administrative Agent such Pledged Deposits which are evidenced by certificates included in the Collateral endorsed in blank, marked with such legends and assigned as the Collateral Administrative Agent shall specify, and (iv) upon the request of the Collateral Agent or any other Secured PartyAdministrative Agent’s request, after the occurrence and during the continuance of an Event of a Default, deliver to the Collateral Administrative Agent (and thereafter hold in trust for the Secured Parties Administrative Agent upon receipt and immediately deliver to the Collateral Administrative Agent) any Document evidencing or constituting Collateral, and (v) upon the Administrative Agent's request, deliver to the Administrative Agent a duly executed amendment to this Agreement, in the form of Exhibit I hereto (the “Amendment”), pursuant to which such Guarantor will pledge such additional Collateral. Each Grantor further Such Guarantor hereby authorizes the Administrative Agent to attach each Amendment to this Agreement and agrees that all certificates, agreements or instruments representing or evidencing Chattel Paper, Securities and Instruments that constitute additional Collateral acquired owned by it set forth in such Grantor after the date hereof Amendments shall promptly (but in any event within forty-five (45) days after receipt thereof by such Grantor) be delivered considered to and held by or on behalf be part of the Collateral Agent pursuant hereto. All Securities (to the extent certificated) and all Instruments, including without limitation, any Intercompany Note, shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Collateral AgentCollateral.

Instruments, Securities, Chattel Paper, Documents and Pledged Deposits. Each Grantor will (i) upon the Administrative Agent’s request, deliver to the Collateral Administrative Agent immediately upon execution of this Security Agreement the originals of all Chattel Paper, Securities (to the extent certificated) and Instruments constituting Collateral (if any then exist) with a value in excess of $250,000), (ii) hold in trust for the Secured Parties Administrative Agent upon receipt and immediately promptly thereafter deliver to the Collateral Administrative Agent any Chattel Paper, Securities and Instruments constituting Collateral with a value in excess of $250,000Collateral, (iii) upon the designation of any Pledged Deposits (as set forth in the definition thereof), deliver to the Collateral Administrative Agent such Pledged Deposits which are evidenced by certificates included in the Collateral endorsed in blank, marked with such legends and assigned as the Collateral Administrative Agent shall specify, and (iv) upon the request of the Collateral Agent or any other Secured PartyAdministrative Agent’s request, after the occurrence and during the continuance of an Event of a Default, deliver to the Collateral Administrative Agent (and thereafter hold in trust for the Secured Parties Administrative Agent upon receipt and immediately promptly deliver to the Collateral Administrative Agent) any Document evidencing or constituting Collateral, and (v) upon the Administrative Agent’s request, deliver to the Administrative Agent a duly executed amendment to this Security Agreement, in the form of Exhibit “I” hereto (the “Amendment”), pursuant to which such Grantor will pledge such additional Collateral. Each Such Grantor further hereby authorizes the Administrative Agent to attach each Amendment to this Security Agreement and agrees that all certificates, agreements or instruments representing or evidencing Chattel Paper, Securities and Instruments that constitute additional Collateral acquired owned by it set forth in such Grantor after the date hereof Amendments shall promptly (but in any event within forty-five (45) days after receipt thereof by such Grantor) be delivered considered to and held by or on behalf be part of the Collateral Agent pursuant hereto. All Securities (to the extent certificated) and all Instruments, including without limitation, any Intercompany Note, shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Collateral AgentCollateral.

Instruments, Securities, Chattel Paper, Documents and Pledged Deposits. Each Grantor will (i) subject to Section 4.01(j)(iii) of the Credit Agreement, deliver to the Collateral Administrative Agent immediately upon execution of this Security Agreement the originals of all Chattel Paper, Securities (to the extent certificatedcertificated and excluding immaterial Securities received from or with respect to customers in settlement of Receivables) and Instruments Instruments, in each case, with a value individually or in the aggregate in excess of $1,000,000 constituting Collateral (if any then exist) with a value in excess of $250,000), (ii) hold in trust for the Secured Parties Administrative Agent upon receipt and immediately thereafter deliver to the Collateral Administrative Agent any such Chattel Paper, Securities (excluding immaterial Securities received from or with respect to customers in settlement of Receivables) and Instruments constituting Collateral with a value in excess of $250,000Collateral, (iii) upon the designation of any Pledged Deposits (as set forth in the definition thereof)) with a value individually or in the aggregate in excess of $1,000,000, deliver to the Collateral Administrative Agent such Pledged Deposits which are evidenced by certificates included in the Collateral endorsed in blank, marked with such legends and assigned as the Collateral Administrative Agent shall specify, and (iv) upon the request of the Collateral Agent or any other Secured PartyAdministrative Agent’s request, after the occurrence and during the continuance of an Event of a Default, deliver to the Collateral Administrative Agent (and thereafter hold in trust for the Secured Parties Administrative Agent upon receipt and immediately deliver to the Collateral Administrative Agent) any Document Documents evidencing or constituting Collateral, and (v) upon the Administrative Agent’s request, deliver to the Administrative Agent a duly executed amendment to this Security Agreement, in the form of Exhibit “I” hereto (the “Amendment”), pursuant to which such Grantor will pledge such additional Collateral. Each Such Grantor further hereby authorizes the Administrative Agent to attach each Amendment to this Security Agreement and agrees that all certificates, agreements or instruments representing or evidencing Chattel Paper, Securities and Instruments that constitute additional Collateral acquired owned by it set forth in such Grantor after the date hereof Amendments shall promptly (but in any event within forty-five (45) days after receipt thereof by such Grantor) be delivered considered to and held by or on behalf be part of the Collateral Agent pursuant hereto. All Securities (to the extent certificated) and all Instruments, including without limitation, any Intercompany Note, shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Collateral AgentCollateral.

Instruments, Securities, Chattel Paper, Documents and Pledged Deposits. Each Grantor will (i) deliver to the Collateral Administrative Agent immediately promptly upon execution of this Security Agreement the originals of all Chattel Paper, Securities (to the extent certificated) and Instruments with an aggregate value in excess of $1,000,000 constituting Collateral (if any then exist) with a value in excess of $250,000), (ii) hold in trust for the Secured Parties Administrative Agent upon receipt and immediately promptly thereafter deliver to the Collateral Administrative Agent any Chattel Paper, Securities and Instruments constituting Collateral with a an aggregate value in excess of $250,0001,000,000 constituting Collateral, (iii) upon the designation of any Pledged Deposits (as set forth in the definition thereof), deliver to the Collateral Administrative Agent such Pledged Deposits which are evidenced by certificates included in the Collateral endorsed in blank, marked with such legends and assigned as the Collateral Administrative Agent shall specify, and (iv) upon the request of the Collateral Agent or any other Secured PartyAdministrative Agent’s request, after the occurrence and during the continuance of an Event of a Default, deliver to the Collateral Administrative Agent (and thereafter hold in trust for the Secured Parties Administrative Agent upon receipt and immediately promptly deliver to the Collateral Administrative Agent) any Document evidencing or constituting Collateral, and (v) upon the Administrative Agent’s request, deliver to the Administrative Agent a duly executed amendment to this Security Agreement, in the form of Exhibit “I” hereto (the “Amendment”), pursuant to which such Grantor will pledge such additional Collateral. Each Such Grantor further hereby authorizes the Administrative Agent to attach each Amendment to this Security Agreement and agrees that all certificates, agreements or instruments representing or evidencing Chattel Paper, Securities and Instruments that constitute additional Collateral acquired owned by it set forth in such Grantor after the date hereof Amendments shall promptly (but in any event within forty-five (45) days after receipt thereof by such Grantor) be delivered considered to and held by or on behalf be part of the Collateral Agent pursuant hereto. All Securities (to the extent certificated) and all Instruments, including without limitation, any Intercompany Note, shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Collateral AgentCollateral.

Instruments, Securities, Chattel Paper, Documents and Pledged Deposits. Each Grantor will (i) deliver to the Collateral Administrative Agent immediately upon execution of this Security Agreement the originals of all Chattel PaperPaper (with a value, individually, of $500,000 or more), Securities (to the extent certificated) and Instruments constituting Collateral (if any then exist) , with a value in excess value, individually, of $250,000500,000 or more), in each case constituting Collateral, (ii) hold in trust for the Secured Parties Administrative Agent upon receipt and immediately thereafter deliver to the Collateral Administrative Agent any such Chattel Paper, Securities and Instruments constituting Collateral with a value in excess of $250,000Collateral, (iii) upon the designation of any Pledged Deposits (as set forth in the definition thereof)) with a value, individually, of $500,000 or more, deliver to the Collateral Administrative Agent such Pledged Deposits which are evidenced by certificates included in the Collateral endorsed in blank, marked with such legends and assigned as the Collateral Administrative Agent shall specify, and (iv) upon the request of the Collateral Agent or any other Secured PartyAdministrative Agent’s request, after the occurrence and during the continuance of an Event of a Default, deliver to the Collateral Administrative Agent (and thereafter hold in trust for the Secured Parties Administrative Agent upon receipt and immediately deliver to the Collateral Administrative Agent) any Document evidencing or constituting Collateral, and (v) upon the Administrative Agent’s request, deliver to the Administrative Agent a duly executed amendment to this Agreement, in the form of Exhibit I hereto (the “Amendment”), pursuant to which such Grantor will pledge such additional Collateral. Each Such Grantor further hereby authorizes the Administrative Agent to attach each Amendment to this Agreement and agrees that all certificates, agreements or instruments representing or evidencing Chattel Paper, Securities and Instruments that constitute additional Collateral acquired owned by it set forth in such Grantor after the date hereof Amendments shall promptly (but in any event within forty-five (45) days after receipt thereof by such Grantor) be delivered considered to and held by or on behalf be part of the Collateral Agent pursuant hereto. All Securities (to the extent certificated) and all Instruments, including without limitation, any Intercompany Note, shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Collateral AgentCollateral.

Instruments, Securities, Chattel Paper, Documents and Pledged Deposits. Each Grantor will (i) deliver to the Collateral Administrative Agent immediately upon promptly after execution of this Security Agreement the originals of all Chattel Paper, Securities (to the extent certificated) and Instruments constituting Collateral (if any then exist) with a and, in the case of Chattel Paper or Instruments, having an individual face value in excess of $250,0001,000,000 or an aggregate face value in excess of $1,000,000, (ii) hold in trust for the Secured Parties Administrative Agent upon receipt and immediately promptly thereafter deliver to the Collateral Administrative Agent any Chattel Paper, Securities and Instruments constituting Collateral with a value (in excess the case of $250,000Chattel Paper and Instruments, subject to the delivery thresholds set forth in clause (i), (iii) upon promptly after the designation of any Pledged Deposits (as set forth in the definition thereof), deliver to the Collateral Administrative Agent such Pledged Deposits which are evidenced by certificates included in the Collateral having an individual face value in excess of $1,000,000 or an aggregate face value in excess of $1,000,000 endorsed in blank, marked with such legends and assigned as the Collateral Administrative Agent shall specify, and (iv) upon the request of the Collateral Agent or any other Secured PartyAdministrative Agent’s request, after the occurrence and during the continuance of an Event of a Default, deliver to the Collateral Administrative Agent (and thereafter hold in trust for the Secured Parties Administrative Agent upon receipt and immediately deliver to the Collateral Administrative Agent) any Document evidencing or constituting Collateral, and (v) upon the Administrative Agent's request, deliver to the Administrative Agent a duly executed amendment to this Security Agreement, in the form of Exhibit “I” hereto (the “Amendment”), pursuant to which such Grantor will pledge such additional Collateral. Each Such Grantor further hereby authorizes the Administrative Agent to attach each Amendment to this Security Agreement and agrees that all certificates, agreements or instruments representing or evidencing Chattel Paper, Securities and Instruments that constitute additional Collateral acquired owned by it set forth in such Grantor after the date hereof Amendments shall promptly (but in any event within forty-five (45) days after receipt thereof by such Grantor) be delivered considered to and held by or on behalf be part of the Collateral Agent pursuant hereto. All Securities (to the extent certificated) and all Instruments, including without limitation, any Intercompany Note, shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to the Collateral AgentCollateral.