Common use of Investment Property and Instruments Clause in Contracts

Investment Property and Instruments. At the request of the Collateral Agent, upon the occurrence and during the continuance of any Operations Co Financing Default, the Collateral Agent shall be entitled to receive all distributions and payments of any nature with respect to any Investment Property or Instruments, and all such distributions or payments received by Operations Co shall be held in trust for the Collateral Agent and, in accordance with the Collateral Agent’s instructions, remitted to the Collateral Agent or deposited to an account with the Collateral Agent in the form received (with any necessary endorsements or instruments of assignment or transfer). Following the occurrence and during the continuance of an Operations Co Financing Default any such distributions and payments with respect to any Investment Property held in any Securities Account shall be held and retained in such Securities Account, in each case as part of the Collateral hereunder. Additionally, the Collateral Agent shall have the right, upon the occurrence and during the continuance of an Operations Co Financing Default, following prior written notice to Operations Co, to vote and to give consents, ratifications and waivers with respect to any Investment Property and Instruments, and to exercise all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining thereto, as if the Collateral Agent were the absolute owner thereof; provided that the Collateral Agent shall have no duty to exercise any of the foregoing rights afforded to it and shall not be responsible to Operations Co or any other Person for any failure to do so or delay in doing so.

Investment Property and Instruments. At the request of the Collateral Agent, upon the occurrence and during the continuance of any Operations Co Financing Event of Default, the Collateral Agent shall be entitled to receive all distributions and payments of any nature with respect to any Investment Property or Instruments, and all such distributions or payments received by Operations Co the Borrower shall be held in trust for the Collateral Agent and, in accordance with the Collateral Agent’s instructions, remitted to the Collateral Agent or deposited to an account with the Collateral Agent in the form received (with any necessary endorsements or instruments of assignment or transfer). Following the occurrence and during the continuance of an Operations Co Financing Event of Default any such distributions and payments with respect to any Investment Property held in any Securities Account securities account shall be held and retained in such Securities Accountsecurities account, in each case as part of the Collateral hereunder. Additionally, the Collateral Agent shall have the right, upon the occurrence and during the continuance of an Operations Co Financing Event of Default, following prior written notice to Operations Cothe Borrower, to vote and to give consents, ratifications and waivers with respect to any Investment Property and Instruments, and to exercise all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining thereto, as if the Collateral Agent were the absolute owner thereof; provided that the Collateral Agent shall have no duty to exercise any of the foregoing rights afforded to it and shall not be responsible to Operations Co the Borrower or any other Person for any failure to do so or delay in doing so.

Investment Property and Instruments. At the request of the Collateral AgentLender, upon and after the occurrence and during the continuance of any Operations Co Financing Event of Default, the Collateral Agent Lender shall be entitled to receive all distributions and payments of any nature with respect to any Investment Property or Instruments, and all such distributions or payments received by Operations Co the Borrower shall be held in trust for the Collateral Agent Lender to the extent permitted by applicable law and, in accordance with the Collateral Agent’s Lender's instructions, remitted to the Collateral Agent Lender or deposited to an account with the Collateral Agent Lender in the form received (with any necessary endorsements or instruments of assignment or transfer). Following the occurrence and during the continuance of an Operations Co Financing Event of Default any such distributions and payments with respect to any Investment Property held in any Securities Account securities account shall be held and retained in such Securities Accountsecurities account, in each case as part of the Collateral hereunder. Additionally, the Collateral Agent Lender shall have the right, upon the occurrence and during the continuance of an Operations Co Financing Event of Default, following prior written notice to Operations Cothe Borrower, to vote and to give consents, ratifications and waivers with respect to any Investment Property and Instruments, and to exercise all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining thereto, thereto to the extent permitted by applicable law as if the Collateral Agent were Lender was the absolute owner thereof; provided that the Collateral Agent Lender shall have no duty to exercise any of the foregoing rights afforded to it them and shall not be responsible to Operations Co the Borrower or any other Person for any failure to do so or delay in doing soso to the extent permitted by applicable law.

Investment Property and Instruments. At the request of the Collateral Agent, upon instruction of the occurrence and during the continuance Instructing Group, if there exists at such time any Event of any Operations Co Financing Default, the Collateral Agent shall be entitled entitled, subject to the Intercreditor Agreement, to receive all distributions and payments of any nature with respect to any Investment Property or Instruments, and all such distributions or payments received by Operations Co Grantor shall be held in trust for the Collateral Agent and, in accordance with any of the Collateral Agent’s instructionsits instructions (with the consent of the Instructing Group), remitted to the Collateral Agent or deposited to an account with the Collateral Administrative Agent in the form received (with any necessary endorsements or instruments of assignment or transfer). Following the occurrence and during the continuance If there exists any Default or Event of an Operations Co Financing Default any such distributions and payments with respect to any Investment Property held in any Securities Account securities account shall be held and retained in such Securities Accountsecurities account, in each case as part of the Collateral hereunder. Additionally, the Collateral Agent shall have the right, upon the occurrence and during the continuance if there exists any Default or Event of an Operations Co Financing Default, following prior written notice to Operations CoGrantor, to vote and to give consents, ratifications and waivers with respect to any Investment Property and Instruments, and to exercise all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining thereto, as if the Collateral Agent were was the absolute owner thereof; provided that the Collateral Agent shall have no duty to exercise any of the foregoing rights afforded to it and shall not be responsible to Operations Co Grantor or any other Person for any failure to do so or delay in doing so.

Investment Property and Instruments. At the request of the Collateral Agent, the Agent or the Noteholders, upon and after the occurrence and during the continuance of any Operations Co Financing DefaultEvent of Default and while such Event of Default is continuing, the Collateral Agent shall be entitled to receive all distributions and payments of any nature with respect to any Investment Property or Instruments, and all such distributions or payments received by Operations Co any Debtor shall be held in trust for the Collateral Agent and, in accordance with the Collateral Agent’s instructions, remitted to the Collateral Agent or deposited to an account with the Collateral Agent in the form received (with any necessary endorsements or instruments of assignment or transfer). Following the occurrence and during the continuance of an Operations Co Financing Event of Default any such distributions and payments with respect to any Investment Property held in any Securities Account securities account shall be held and retained in such Securities Accountsecurities account, in each case as part of the Collateral hereunder. Additionally, the Collateral Agent shall have the right, upon the occurrence and during the continuance of an Operations Co Financing DefaultEvent of Default and while such Event of Default is continuing, following prior written notice to Operations Cothe Debtors, to vote and to give consents, ratifications and waivers with respect to any Investment Property and Instruments, and to exercise all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining thereto, as if the Collateral Agent were the absolute owner thereof; provided that the Collateral Agent shall have no duty to exercise any of the foregoing rights afforded to it and shall not be responsible to Operations Co any Debtor or any other Person for any failure to do so or delay in doing so.

Investment Property and Instruments. At the written request of the Collateral Agent, upon and after the occurrence and during the continuance of any Operations Co Financing Event of Default, the Collateral Agent or its designee shall be entitled to receive all distributions and payments of any nature with respect to any Investment Property or Instruments, and all such distributions or payments received by Operations Co the Company shall be held in trust for the Collateral Agent or its designee to the extent permitted by applicable law and, in accordance with the Collateral Agent’s instructions, remitted to the Collateral Agent or its designee or deposited to an account with the Collateral Agent or its designee in the form received (with any necessary endorsements or instruments of assignment or transfer). Following the occurrence and during the continuance of an Operations Co Financing Default Event of Default, at the written request of the Collateral Agent, any such distributions and payments with respect to any Investment Property held in any Securities Account securities account shall be held and retained in such Securities Accountsecurities account, in each case as part of the Collateral hereunder. Additionally, the Collateral Agent Agent, as agent for and representative of the Holders, shall have the right, upon the occurrence and during the continuance of an Operations Co Financing Event of Default, following prior written notice to Operations Cothe Company, to vote and to give consents, ratifications and waivers with respect to any Investment Property and Instruments, and to exercise all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining thereto, thereto to the extent permitted by applicable law as if the Collateral Agent were the absolute owner thereof; provided PROVIDED, that the Collateral Agent shall have no duty to exercise any of the foregoing rights afforded to it and shall not be responsible to Operations Co the Company or any other Person for any failure to do so or delay in doing soso to the extent permitted by applicable law.