Common use of Management of the Collateral Clause in Contracts

Management of the Collateral. Each Wholly Owned Holdco Guarantor further agrees, that, upon the occurrence and during the continuation of any Event of Default, (i) at the Collateral Agent’s request (acting at the direction of the Administrative Agent), it shall assemble the Collateral and make it available to the Collateral Agent at places that the Collateral Agent shall reasonably select, whether at a Wholly Owned Holdco Guarantor’s premises or elsewhere, (ii) without limiting the [***] Confidential treatment has been requested for the bracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission. foregoing, the Collateral Agent also has the right to require that each Wholly Owned Holdco Guarantor store and keep any Collateral pending further action by the Collateral Agent and, while any such Collateral is so stored or kept, each Wholly Owned Holdco Guarantor shall maintain such Collateral in its then existing condition, (iii) until the Collateral Agent is able to sell any Collateral, the Collateral Agent shall have the right to hold or use such Collateral to the extent that the Collateral Agent (acting at the direction of the Administrative Agent) deems appropriate for the purpose of preserving the Collateral or its value or for any other purpose deemed appropriate by the Collateral Agent (acting at the direction of the Administrative Agent) and (iv) the Collateral Agent (acting at the direction of the Administrative Agent) may, if it so elects, seek the appointment of a receiver or keeper to take possession of any Collateral and to enforce any of the Collateral Agent’s remedies (for the benefit of the Secured Parties), with respect to such appointment without prior notice or hearing as to such appointment. The Collateral Agent shall not have any obligation to any Wholly Owned Holdco Guarantor to maintain or preserve the rights of such Wholly Owned Holdco Guarantor as against third parties with respect to any Collateral while such Collateral is in the possession of the Collateral Agent.

Management of the Collateral. Each Wholly Owned Holdco Opco Guarantor further agrees, that, upon the occurrence and during the continuation of any Event of Default, (i) at the Collateral Agent’s request (acting at the direction of the Administrative Agent), it shall assemble the Collateral and make it available to the Collateral Agent at places that the Collateral Agent shall reasonably select, whether at a Wholly Owned Holdco Opco Guarantor’s premises or elsewhere, (ii) without limiting the foregoing, the Collateral Agent also has the right to require that each Wholly Owned [***] Confidential treatment has been requested for the bracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission. foregoing, the Collateral Agent also has the right to require that each Wholly Owned Holdco Opco Guarantor store and keep any Collateral pending further action by the Collateral Agent and, while any such Collateral is so stored or kept, each Wholly Owned Holdco Opco Guarantor shall maintain such Collateral in its then existing condition, (iii) until the Collateral Agent is able to sell any Collateral, the Collateral Agent shall have the right to hold or use such Collateral to the extent that the Collateral Agent (acting at the direction of the Administrative Agent) deems appropriate for the purpose of preserving the Collateral or its value or for any other purpose deemed appropriate by the Collateral Agent (acting at the direction of the Administrative Agent) and (iv) the Collateral Agent (acting at the direction of the Administrative Agent) may, if it so elects, seek the appointment of a receiver or keeper to take possession of any Collateral and to enforce any of the Collateral Agent’s remedies (for the benefit of the Secured Parties), with respect to such appointment without prior notice or hearing as to such appointment. The Collateral Agent shall not have any obligation to any Wholly Owned Holdco Opco Guarantor to maintain or preserve the rights of such any Wholly Owned Holdco Opco Guarantor as against third parties with respect to any Collateral while such Collateral is in the possession of the Collateral Agent.

Management of the Collateral. Each Wholly Owned Holdco Guarantor Grantor further agrees, that, upon the occurrence and during the continuation continuance of any Event of Default, (i) at the Collateral Primary Administrative Agent’s request (acting at the direction of the Administrative Agent)request, it shall assemble the Collateral and make it available to the Collateral Primary Administrative Agent at places that the Collateral Primary Administrative Agent shall reasonably select, whether at a Wholly Owned Holdco Guarantorsuch Grantor’s premises or elsewhere, (ii) without limiting the [***] Confidential treatment has been requested for the bracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission. foregoing, the Collateral Primary Administrative Agent also has the right to require that each Wholly Owned Holdco Guarantor Grantor store and keep any Collateral pending further action by the Collateral Primary Administrative Agent and, while any such Collateral is so stored or kept, each Wholly Owned Holdco Guarantor provide such guards and maintenance services as shall be necessary to protect the same and to preserve and maintain such Collateral in its then existing good condition, (iii) until the Collateral Primary Administrative Agent is able to sell Sell any Collateral, the Collateral Primary Administrative Agent shall have the right to hold or use such Collateral to the extent that the Collateral Agent (acting at the direction of the Administrative Agent) it deems appropriate for the purpose of preserving the Collateral or its value or for any other purpose deemed appropriate by the Collateral Primary Administrative Agent (acting at the direction of the Administrative Agent) and (iv) the Collateral Primary Administrative Agent (acting at the direction of the Administrative Agent) may, if it so elects, seek the appointment of a receiver or keeper to take possession of any Collateral and to enforce any of the Collateral Primary Administrative Agent’s remedies (for the benefit of the Secured Parties), with respect to such appointment without prior notice or hearing as to such appointment. The Neither the Primary Administrative Agent nor the Collateral Agent shall not have any obligation to any Wholly Owned Holdco Guarantor Grantor to maintain or preserve the rights of such Wholly Owned Holdco Guarantor any Grantor as against third parties with respect to any Collateral while such Collateral is in the possession of the Primary Administrative Agent or the Collateral Agent.

Management of the Collateral. Each Wholly Owned Holdco Guarantor further agrees, that, upon (i) Upon the occurrence and during the continuation of any an Event of DefaultDefault but prior to any foreclosure in respect of the Collateral by the Collateral Agent, the Collateral Agent shall have the right (i) to require that the Pledgor convert all or any portion of the Pledged Ownership Interests from Common Shares to Preferred Shares in such manner as the Collateral Agent may specify and (ii) to require that the Pledgor dispose of all or any portion of the Pledged Ownership Interest. The Common Shares or proceeds resulting from such conversion or disposition shall be delivered to the Collateral Agent to be held in accordance with this Agreement. (ii) The Pledgor further agrees, that (i) at the Collateral Agent’s request (acting at request, the direction of Pledgor shall, to the Administrative Agent)extent possible, it shall assemble the Collateral and make it available to the Collateral Agent at places that the Collateral Agent shall reasonably select, whether at a Wholly Owned Holdco Guarantorthe Pledgor’s premises or elsewhere, (ii) without limiting the [***] Confidential treatment has been requested for the bracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission. foregoing, the Collateral Agent also has the right to require that each Wholly Owned Holdco Guarantor the Pledgor store and keep any Collateral pending further action by the Collateral Agent and, while any such Collateral is so stored or kept, each Wholly Owned Holdco Guarantor the Pledgor shall maintain such Collateral in its then then-existing conditioncondition (subject to ordinary wear and tear), (iii) until the Collateral Agent is able to sell any Collateral, the Collateral Agent shall have the right to hold or use such Collateral to the extent that the Collateral Agent (acting at the direction of the Administrative Agent) it deems appropriate for the purpose of preserving the Collateral or its value or for any other purpose deemed appropriate by the Collateral Agent (acting at the direction of the Administrative Agent) and (iv) the Collateral Agent (acting at the direction of the Administrative Agent) may, if it so elects, seek the appointment of a receiver or keeper to take possession of any Collateral and to enforce any of the Collateral Agent’s remedies (for the benefit of the Secured Parties), with respect to such appointment without prior notice or hearing as to such appointment. The Collateral Agent shall not have any obligation to any Wholly Owned Holdco Guarantor the Pledgor to maintain or preserve the rights of such Wholly Owned Holdco Guarantor the Pledgor as against third parties with respect to any Collateral while such Collateral is in the possession of the Collateral Agent.

Management of the Collateral. Each Wholly Owned Holdco Opco Guarantor further agrees, that, upon the occurrence and during the continuation of any Event of Default, (i) at the Collateral Agent’s request (acting at the direction of the Administrative Agent), it shall assemble the Collateral and make it available to the Collateral Agent at places that the Collateral Agent shall reasonably select, whether at a Wholly Owned Holdco Opco Guarantor’s premises or elsewhere, (ii) without limiting the [***] Confidential treatment has been requested for the bracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission. foregoing, the Collateral Agent also has the right to require that each Wholly Owned Holdco Opco Guarantor store and keep any Collateral pending further action by the Collateral Agent and, while any such Collateral is so stored or kept, each Wholly Owned Holdco Opco Guarantor shall maintain such Collateral in its then existing condition, (iii) until the Collateral Agent is able to sell any Collateral, the Collateral Agent shall have the right to hold or use such Collateral to the extent that the Collateral Agent (acting at the direction of the Administrative Agent) deems appropriate for the purpose of preserving the Collateral or its value or for any other purpose deemed appropriate by the Collateral Agent (acting at the direction of the Administrative Agent) and (iv) the Collateral Agent (acting at the direction of the Administrative Agent) may, if it so elects, seek the appointment of a receiver or keeper to take possession of any Collateral and to enforce any of the Collateral Agent’s remedies (for the benefit of the Secured Parties), with respect to such appointment without prior notice or hearing as to such appointment. The Collateral Agent shall not have any obligation to any Wholly Owned Holdco Opco Guarantor to maintain or preserve the rights of such any Wholly Owned Holdco Opco Guarantor as against third parties with respect to any Collateral while such Collateral is in the possession of the Collateral Agent.

Management of the Collateral. Each Wholly Owned Holdco Guarantor Grantor further agrees, that, upon the occurrence and during the continuation continuance of any Event of Default, subject to the terms of the Closing Date Intercreditor Agreement, (i) at the Second Lien Collateral Agent’s request (acting at the direction of the Administrative Agent)'s request, it shall assemble the Collateral and make it available to the Second Lien Collateral Agent at places that the Second Lien Collateral Agent shall reasonably select, whether at a Wholly Owned Holdco Guarantor’s such Grantor's premises or elsewhere, (ii) without limiting the [***] Confidential treatment has been requested for the bracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission. foregoing, the Second Lien Collateral Agent also has the right to require that each Wholly Owned Holdco Guarantor Grantor store and keep any Collateral pending further action by the Second Lien Collateral Agent and, while any such Collateral is so stored or kept, each Wholly Owned Holdco Guarantor provide such guards and maintenance services as shall be necessary to protect the same and to preserve and maintain such Collateral in its then existing good condition, (iii) until the Second Lien Collateral Agent is able to sell sell, assign, convey or transfer any Collateral, the Second Lien Collateral Agent shall have the right to hold or use such Collateral to the extent that the Collateral Agent (acting at the direction of the Administrative Agent) it deems appropriate for the purpose of preserving the Collateral or its value or for any other purpose deemed appropriate by the Second Lien Collateral Agent (acting at the direction of the Administrative Agent) and (iv) the Second Lien Collateral Agent (acting at the direction of the Administrative Agent) may, if it so elects, seek the appointment of a receiver or keeper to take possession of any Collateral and to enforce any of the Second Lien Collateral Agent’s 's remedies (for the benefit of the Secured Parties), with respect to such appointment without prior notice or hearing as to such appointment. The Second Lien Collateral Agent shall not have any obligation to any Wholly Owned Holdco Guarantor Grantor to maintain or preserve the rights of such Wholly Owned Holdco Guarantor any Grantor as against third parties with respect to any Collateral while such Collateral is in the possession of the Second Lien Collateral Agent.

Management of the Collateral. Each Wholly Owned Holdco Guarantor further agrees, that, upon the occurrence and during the continuation of any Event of Default, (i) at the Collateral Agent’s request (acting at the direction of the Administrative Agent), it shall assemble the Collateral and make it available to the Collateral Agent at places that the Collateral Agent shall reasonably select, whether at a Wholly Owned Holdco Guarantor’s premises or elsewhere, (ii) without limiting the [***] Confidential treatment has been requested for the bracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission. foregoing, the Collateral Agent also has the right to require that each Wholly Owned Holdco Guarantor store and keep any Collateral pending further action by the Collateral Agent and, while any such Collateral is so stored or kept, each Wholly [***] Confidential treatment has been requested for the bracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission. Owned Holdco Guarantor shall maintain such Collateral in its then existing condition, (iii) until the Collateral Agent is able to sell any Collateral, the Collateral Agent shall have the right to hold or use such Collateral to the extent that the Collateral Agent (acting at the direction of the Administrative Agent) deems appropriate for the purpose of preserving the Collateral or its value or for any other purpose deemed appropriate by the Collateral Agent (acting at the direction of the Administrative Agent) and (iv) the Collateral Agent (acting at the direction of the Administrative Agent) may, if it so elects, seek the appointment of a receiver or keeper to take possession of any Collateral and to enforce any of the Collateral Agent’s remedies (for the benefit of the Secured Parties), with respect to such appointment without prior notice or hearing as to such appointment. The Collateral Agent shall not have any obligation to any Wholly Owned Holdco Guarantor to maintain or preserve the rights of such Wholly Owned Holdco Guarantor as against third parties with respect to any Collateral while such Collateral is in the possession of the Collateral Agent.

Management of the Collateral. Each Wholly Owned Holdco Guarantor further Grantor agrees, that, upon the occurrence and during the continuation continuance of any Event of Default, upon prior written notice by the Administrative Agent to the relevant Grantor or Grantors (i) at the Collateral Administrative Agent’s request (acting at the direction of the Administrative Agent)written request, it shall assemble the Collateral and make it available to the Collateral Administrative Agent at places that the Collateral Administrative Agent shall reasonably select, whether at a Wholly Owned Holdco Guarantorsuch Grantor’s premises or elsewhere, (ii) without limiting the [***] Confidential treatment has been requested for the bracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission. foregoing, the Collateral Administrative Agent also has the right to require that each Wholly Owned Holdco Guarantor Grantor store and keep any Collateral pending further action by the Collateral Administrative Agent and, while any such Collateral is so stored or kept, each Wholly Owned Holdco Guarantor provide such guards and maintenance services as shall be reasonably necessary to protect the same and to preserve and maintain such Collateral in its then existing good condition, (iii) until the Collateral Administrative Agent is able to sell sell, assign, convey or transfer any Collateral, the Collateral Administrative Agent shall have the right to hold or use such Collateral to the extent that the Collateral Agent (acting at the direction of the Administrative Agent) it deems appropriate for the purpose of preserving the Collateral or its value or for any other purpose deemed appropriate by the Collateral Administrative Agent (acting at the direction of the Administrative Agent) and (iv) the Collateral Administrative Agent (acting at the direction of the Administrative Agent) may, if it so elects, seek the appointment of a receiver or keeper to take possession of any Collateral and to enforce any of the Collateral Administrative Agent’s remedies (for the benefit of the Secured Parties), with respect to such appointment without prior notice or hearing as to such appointment. The Collateral Administrative Agent shall not have any obligation to any Wholly Owned Holdco Guarantor Grantor to maintain or preserve the rights of such Wholly Owned Holdco Guarantor any Grantor as against third parties with respect to any Collateral while such Collateral is in the possession of the Administrative Agent; provided, however, that the Administrative Agent shall manage and maintain any Collateral Agentin its possession and cause its Related Parties to maintain any Collateral in their possession with the same level of care that a reasonably prudent person would afford its own property.