Common use of PERFECTION OF THE PLEDGE Clause in Contracts

PERFECTION OF THE PLEDGE. (a) By executing this Pledge Agreement as intervening party, the Company hereby acknowledges and expressly accepts the Pledge. (b) The Pledgor will register, or procure the registration (inscription) of, the Pledge in the Company’s register of holders of PECs (the PECs Register) in the name of the Pledgee and will provide the Pledgee with a signed copy of the PECs Register evidencing such registration on the date of execution of this Pledge Agreement. The Company hereby undertakes to proceed to, or assist with, such registration. The text to be used for the registration shall be the following: “55% of the aggregate value of the preferred equity certificates issued by CB INTERNATIONAL FINANCE S.À X.X. (the Company) (the PECS) and owned, from time to time, by CONSTELLATION BRANDS, INC., have been pledged as a first ranking security in favour of BANK OF AMERICA, N.A., acting as administrative agent for the Secured Parties, pursuant to a PECs pledge agreement dated 3 May 2012 and made between CONSTELLATION BRANDS, INC. as pledgor and BANK OF AMERICA, N.A. as pledgee in the presence of CB INTERNATIONAL FINANCE S.À X.X. as the Company.” (c) The Pledgor and the Company hereby instruct and appoint any manager of the Company, each acting individually, with full power of substitution, as their proxies to register the Pledge in the PECs Register. (d) The Pledgor undertakes to reiterate the formalities referred to in sub-clause (b) above each time that the security constituted by this Pledge Agreement is extended to further PECs of the Company.

PERFECTION OF THE PLEDGE. (a) By executing The Pledge shall by virtue of the execution of this Pledge Agreement as intervening party, by the Company hereby acknowledges be acknowledged and expressly accepts accepted by it and shall promptly be registered in the PledgeCompany’s share register at the date of execution of this Agreement, in accordance with the Luxembourg law on financial collateral dated August 5, 2005 (the 2005 Law). (b) The Pledgor will registerParties instruct and appoint any manager of the Company, and any lawyer or procure the registration (inscription) ofemployee of LG@vocats, acting and signing individually, with full power of substitution, to register the Pledge in the Company’s share register (registre des associés) by making the following entry (inscription): “These and all future shares held by Virgin Media Investments Limited are pledged, as a security interest (gage) in favour of holders of PECs Deutsche Bank AG, London Branch, pursuant to a share pledge agreement dated January 19, 2010, as amended from time to time (the PECs Register) in the name of the Pledgee and will provide the Pledgee with a signed copy of the PECs Register evidencing such registration on the date of execution of this “Share Pledge Agreement. The Company hereby undertakes to proceed to”) between Virgin Media Investments Limited, or assist withas Pledgor, such registration. The text to be used for the registration shall be the following: “55% of the aggregate value of the preferred equity certificates issued by CB INTERNATIONAL FINANCE S.À X.X. (Deutsche Bank AG, London Branch, as Pledgee, and Future Entertainment SARL, as the Company, which is subject to any preexisting security interest (gage) (created by the PECS) and owned, latters from time to time, by CONSTELLATION BRANDS, INC., have been pledged as a first ranking security in favour of BANK OF AMERICA, N.A., acting as administrative agent for the Secured Parties, pursuant to a PECs pledge agreement dated 3 May 2012 and made between CONSTELLATION BRANDS, INC. as pledgor and BANK OF AMERICA, N.A. as pledgee in the presence of CB INTERNATIONAL FINANCE S.À X.X. as the Company.” (c) The Pledgor and the Company hereby instruct and appoint any manager undertake to provide the Pledgee, as soon as possible on the date of this Agreement, with a certified true copy of the Company, each acting individually, with full power of substitution, as their proxies ’s share register evidencing such entry (inscription) and undertake to register immediately reiterate the above steps and formalities every time the Pledge is extended to further Shares or other securities in the PECs RegisterCompany in accordance with this Agreement. (d) The Pledgor hereby irrevocably authorises and empowers the Pledgee to cause any formal steps to be taken for the purpose of perfecting the Pledge and, for the avoidance of doubt, undertakes to reiterate take any such steps itself if so directed by the formalities referred to in sub-clause Pledgee. (be) above each time that For the security constituted by this Pledge Agreement is extended to further PECs avoidance of doubt, the Pledgor, acting as sole shareholder of the Company, hereby accepts the Pledgee or any potential transferee of the Shares as a new shareholder of the Company in case of enforcement of the Pledge for the purposes of the 2005 Law.

PERFECTION OF THE PLEDGE. (a) By executing The Pledgor shall cause the Pledge constituted by this Pledge Agreement as intervening party, to be accepted by the Company hereby acknowledges on the date of execution of this Pledge Agreement and expressly the Company by countersigning this Pledge Agreement accepts the Pledge, in accordance with article 5 of the Collateral Xxx 0000. (b) The Pledgor will register, or shall procure the registration entry (inscription) of, of the Pledge in the Company’s register of holders the shareholders (registre des associés) of PECs (the PECs Register) Company in the name of the Pledgee and will provide to the Pledgee with a signed copy of the PECs Register register of the shareholders of the Company evidencing such registration on the date of execution of this Pledge Agreement. The Company hereby undertakes to proceed to, or assist with, such registration. The text to be used for the registration shall be the following: “55% Agreement certified by a manager of the aggregate value Company with full power of the preferred equity certificates issued by CB INTERNATIONAL FINANCE S.À X.X. (the Company) (the PECS) and owned, from time to time, by CONSTELLATION BRANDS, INCsubstitution., have been pledged as a first ranking security in favour of BANK OF AMERICA, N.A., acting as administrative agent for the Secured Parties, pursuant to a PECs pledge agreement dated 3 May 2012 and made between CONSTELLATION BRANDS, INC. as pledgor and BANK OF AMERICA, N.A. as pledgee in the presence of CB INTERNATIONAL FINANCE S.À X.X. as the Company.” (c) The Pledgor and the Company shall arrange for the wording set out hereinafter in relation to the registration of the Pledge to be inserted in the register of the shareholders of the Company in accordance with Clause 3(b) above. “All the shares owned from time to time by Pacific Drilling (Gibraltar) Limited (the Pledgor), now and in the future, in Pacific Sharav S.à x.x. (the Company), and in particular the 20,000 (twenty thousand) shares currently representing the entire share capital of the Company, have been pledged in favour of DNB Bank ASA, New York Branch as Pledgee (as defined in the Share Pledge Agreement) as first ranking security for the Secured Liabilities (as defined in the Share Pledge Agreement) pursuant to a share pledge agreement dated [—] 2013 (the Share Pledge Agreement).” (d) The Pledgor and the Pledgee hereby instruct and appoint grant power of attorney to any manager of the Company, each acting individually, individually and with full power of substitution, as their proxies to register proceed to the entry (inscription) of the Pledge in the PECs Registerregister of the shareholders of the Company, as described under Clauses 3(b) and 3(c) above. (de) The Pledgor undertakes to reiterate the formalities referred to in sub-clause (bClause 3(b) above each time that the security constituted by this Pledge Agreement is extended to further PECs shares of the Company.

PERFECTION OF THE PLEDGE. (a) By executing The Pledge shall by virtue of the execution of this Pledge Agreement as intervening party, by the Company hereby acknowledges be acknowledged and expressly accepts accepted by it and shall forthwith be registered in the Pledgeshareholders’ register and the PECs register of the Company at the date of execution of this Agreement, in accordance with the law on collateral arrangements dated August 5, 2005 as amended (the “Law of 2005”). (b) The Pledgor will register, or procure Company by executing this Agreement hereby expressly: (i) acknowledges and accepts the registration Pledge; (inscriptionii) of, undertakes to enter the Pledge forthwith in its shareholders’ register by making the following inscription: “Pursuant to a pledge agreement dated October , 2011 by and between Analogic Corporation as Pledgor, Sovereign Bank as Pledgee and Analogic Holding Luxembourg S.a.r.l as the Company (the “Pledge Agreement”), all the Pledged Shares (as defined in the Pledge Agreement), i.e. 325 shares representing 65% of the Company’s register of holders of PECs (the PECs Register) in the name of the Pledgee and will provide the Pledgee with a signed copy of the PECs Register evidencing such registration on the date of execution of this Pledge Agreement. The Company hereby undertakes to proceed toshares held by Analogic Corporation, or assist with, such registration. The text to be used for the registration shall be the following: “55% of the aggregate value of the preferred equity certificates issued by CB INTERNATIONAL FINANCE S.À X.X. (the Company) (the PECS) and owned, from time to time, by CONSTELLATION BRANDS, INC., have been are pledged as a first ranking security in favour of BANK OF AMERICA, N.A., acting as administrative agent (gage de premier rang) for the Secured Parties, pursuant benefit of Sovereign Bank as Pledgee).” (iii) undertakes to enter the PEC Pledge forthwith in its PECs register by making the following inscription: “Pursuant to a PECs pledge agreement dated 3 May 2012 October , 2011 by and made between CONSTELLATION BRANDSAnalogic Corporation as Pledgor, INCSovereign Bank as Pledgee and Administrative Agent and Analogic Holding Luxembourg S.à x.x. as pledgor and BANK OF AMERICAthe Company (the “Pledge Agreement”), N.A. all the Pledged PECs (as pledgee defined in the presence Pledge Agreement) ), i.e. 214,351.5985 Tranche A PECs and 2,309,614.0275 Tranche B PECs representing 65% of CB INTERNATIONAL FINANCE S.À X.X. as the Company’s PECs held by Analogic Corporation, are pledged as a first ranking security (gage de premier rang) for the benefit of Sovereign Bank as Pledgee and Administrative Agent.” (c) The Pledgor Pledgor, the Pledgee and the Company hereby instruct and appoint any manager of the Company, each acting individually, with full power of substitution, as their proxies to register the Pledge in the shareholders’ register and the PECs Registerregister of the Company at the date of execution of this Agreement and to sign such registers. (d) The Pledgor undertakes and the Company undertake to promptly provide to the Pledgee a copy of the shareholders’ register and a copy of the PECs register of the Company evidencing such entry and undertake to reiterate the above steps and formalities referred to in sub-clause (b) above each every time that the security constituted by this Pledge Agreement is extended to further Shares or PECs of the Company in accordance with this Agreement. (e) The Pledgor hereby irrevocably authorises and empowers the Pledgee to cause any formal steps to be taken for the purpose of perfecting the Pledge and, for the avoidance of doubt, undertakes to take any such steps itself if so directed by the Pledgee. (f) For the avoidance of doubt, the Pledgor, acting as sole shareholder of the Company, hereby accepts the Pledgee or any potential transferee or assignee of the Pledged Shares as a new shareholder of the Company in case of enforcement of the Pledge for the purpose of article 12 of the Law of 2005.