Common use of Pledge of Pledged Revenues Clause in Contracts

Pledge of Pledged Revenues. (i) To provide security to the Lenders for the payment by the Authority of the Reimbursement Obligations, including, without limitation, the Term Loans and the MTA RANs evidencing and securing the Term Loans, the Authority has pledged to the Administrative Agent, for the benefit of the Lenders, certain security, sources of payments and funds pursuant to the Transportation Resolution and the Resolution, including without limitation, a first priority security interest in the Pledged Revenues. Except with respect to indebtedness evidenced by the JPMorgan Revolving Credit Agreement in effect as of the Effective Date, the Bank of America Revolving Credit Agreement in effect as of the Effective Date and MTA RANs evidencing and securing such indebtedness, no indebtedness or obligations may be issued or incurred by the Authority or any other Person with a lien on Pledged Revenues senior to or on a parity with the lien on Pledged Revenues securing the Term Loans and MTA RANs evidencing and securing the Term Loans; provided, however, that nothing set forth herein shall preclude the Authority from issuing or incurring (w) indebtedness payable from amounts other than PMT Revenues payable to the Authority under Section 92-ff of the State Finance Law or that were formerly deposited under Section 92-ff of the State Finance Law and that are currently deposited directly into the Corporate Transportation Account of the Metropolitan Transportation Authority Special Assistance Fund established by Section 1270-a of the State Public Authorities Law, (x) obligations under the DTF Resolution as the DTF Resolution is in effect on the date hereof or as may be amended to permit issuance of “subordinate” obligations thereunder, or (y) obligations under any of the TBTA General Resolution as in effect on the date hereof, the TBTA Subordinate Resolution as in effect on the date hereof or a new “subordinate” resolution (herein, the “Junior TBTA Resolution”) authorizing the issuance of obligations that are subordinated to those issued under the TBTA Subordinate Resolution solely to the extent that no principal portion of such obligations issued under any Junior TBTA Resolution shall be payable prior to the payment in full of the Obligations hereunder and the termination of the Commitments and this Agreement. (ii) The Authority’s obligation to pay the Reimbursement Obligations under this Agreement, each Term Loan and the MTA RANs evidencing and securing the Term Loans, shall be a special obligation of the Authority payable solely from the security, sources of payments and funds described in Section 6.1(o)(i) hereof pursuant to the Resolution. (iii) The pledges made under the Transportation Resolution and the Resolution are valid and binding and perfected from the time when they are made and property so pledged shall immediately be subject to the lien of such pledges without any physical delivery thereof or further act, and the lien of such pledges shall be valid, binding and perfected as against all parties having claims of any kind in tort, contract or otherwise against the Authority irrespective of whether such parties have notice thereof. No instrument by which such pledges are created nor any financing statement need be recorded or filed. (iv) All Obligations (other than Reimbursement Obligations) shall constitute and be payable as Operations and Maintenance Expenses under the Transportation Resolution.

Pledge of Pledged Revenues. (i) To provide security to the Lenders Bank for the payment by the Authority of the Reimbursement Obligations, including, without limitation, the Term Revolving Loans and the MTA RANs evidencing and securing the Term Revolving Loans, the Authority has pledged to the Administrative Agent, for the benefit of the Lenders, certain security, sources of payments and funds pursuant to the Transportation Resolution and the Resolution, including without limitation, Bank a first priority security interest in the Pledged Revenues. Except with respect to indebtedness evidenced by the JPMorgan Revolving Credit Agreement in effect as of the Effective Date, the Bank of America Revolving Credit Agreement in effect as of the Effective Date and MTA RANs evidencing and securing such indebtedness, no No indebtedness or obligations may be issued or incurred by the Authority or any other Person with a lien on Pledged Revenues senior to or on a parity with the lien on Pledged Revenues securing the Term Revolving Loans and MTA RANs evidencing and securing the Term Revolving Loans (including, without limitation, indebtedness or obligations issued or incurred pursuant to the Transportation Resolution secured by a lien on the Pledged Revenues senior to or on a parity with the lien on Pledged Revenues securing the Revolving Loans and the MTA RANs evidencing and securing the Revolving Loans); provided, howeverthat this clause (o) shall not restrict or prohibit revolving loans under the JPMorgan Revolving Credit Agreement and such revolving loans may be secured by a lien on Pledged Revenues on a parity basis with the lien on Pledged Revenues securing the Revolving Loans hereunder; and provided, further, that nothing set forth herein this clause (o) shall preclude not restrict or prohibit the Authority from issuing issuance or incurring (w) indebtedness payable from amounts incurrence of additional bonds, notes and other than PMT Revenues payable to the Authority under Section 92-ff of the State Finance Law or that were formerly deposited under Section 92-ff of the State Finance Law and that are currently deposited directly into the Corporate Transportation Account of the Metropolitan Transportation Authority Special Assistance Fund established by Section 1270-a of the State Public Authorities Law, (x) obligations under the DTF Resolution as or the DTF Resolution is PMT Resolutions in effect on compliance with the date hereof respective provisions thereof. The Bank shall not apply any other deposits (general or as may be amended special, time or demand, provisional or final) or collateral at any time held by the Bank to permit issuance of “subordinate” obligations thereunder, or (y) obligations under any for the credit or the account of the TBTA General Resolution as Authority in effect on the date hereof, the TBTA Subordinate Resolution as in effect on the date hereof or a new “subordinate” resolution (herein, the “Junior TBTA Resolution”) authorizing the issuance of obligations that are subordinated to those issued under the TBTA Subordinate Resolution solely to the extent that no principal portion of connection with such obligations issued under any Junior TBTA Resolution shall be payable prior to the payment in full of the Obligations hereunder and the termination of the Commitments and this Agreementobligation. (ii) The Authority’s obligation to pay the Reimbursement Obligations under this Agreement, each Term Revolving Loan and the MTA RANs evidencing and securing the Term Revolving Loans, shall be a special obligation of the Authority payable solely from the security, sources of payments and funds moneys described in Section 6.1(o)(i) hereof pursuant to the Resolution. (iii) The pledges made under the Transportation Resolution and the Resolution are valid and binding and perfected from the time when they are made and property so pledged shall immediately be subject to the lien of such pledges without any physical delivery thereof or further act, and the lien of such pledges shall be valid, binding and perfected as against all parties having claims of any kind in tort, contract or otherwise against the Authority irrespective of whether such parties have notice thereof. No instrument by which such pledges are created nor any financing statement need be recorded or filed. (iv) All Obligations (other than Reimbursement Obligations) shall constitute and be payable as Operations Operating and Maintenance Expenses under the Transportation Resolution.

Pledge of Pledged Revenues. (i) To provide security to the Lenders Bank for the payment by the Authority of the Reimbursement Obligations, including, without limitation, the Term Revolving Loans and the MTA RANs evidencing and securing the Term Revolving Loans, the Authority has pledged to the Administrative Agent, for the benefit of the Lenders, certain security, sources of payments and funds pursuant to the Transportation Resolution and the Resolution, including without limitation, Bank a first priority security interest in the Pledged Revenues. Except with respect to indebtedness evidenced by the JPMorgan Revolving Credit Agreement in effect as of the Effective Date, the Bank of America Revolving Credit Agreement in effect as of the Effective Date and MTA RANs evidencing and securing such indebtedness, no No indebtedness or obligations may be issued or incurred by the Authority or any other Person with a lien on Pledged Revenues senior to or on a parity with the lien on Pledged Revenues securing the Term Revolving Loans and MTA RANs evidencing and securing the Term Revolving Loans (including, without limitation, indebtedness or obligations issued or incurred pursuant to the Transportation Resolution secured by a lien on the Pledged Revenues senior to or on a parity with the lien on Pledged Revenues securing the Revolving Loans and the MTA RANs evidencing and securing the Revolving Loans); provided, howeverthat this clause (o) shall not restrict or prohibit revolving loans under the Bank of America Revolving Credit Agreement and such revolving loans may be secured by a lien on Pledged Revenues on a parity basis with the lien on Pledged Revenues securing the Revolving Loans hereunder; and provided, further, that nothing set forth herein this clause (o) shall preclude not restrict or prohibit the Authority from issuing issuance or incurring (w) indebtedness payable from amounts incurrence of additional bonds, notes and other than PMT Revenues payable to the Authority under Section 92-ff of the State Finance Law or that were formerly deposited under Section 92-ff of the State Finance Law and that are currently deposited directly into the Corporate Transportation Account of the Metropolitan Transportation Authority Special Assistance Fund established by Section 1270-a of the State Public Authorities Law, (x) obligations under the DTF Resolution as or the DTF Resolution is PMT Resolutions in effect on compliance with the date hereof respective provisions thereof. The Bank shall not apply any other deposits (general or as may be amended special, time or demand, provisional or final) or collateral at any time held by the Bank to permit issuance of “subordinate” obligations thereunder, or (y) obligations under any for the credit or the account of the TBTA General Resolution as Authority in effect on the date hereof, the TBTA Subordinate Resolution as in effect on the date hereof or a new “subordinate” resolution (herein, the “Junior TBTA Resolution”) authorizing the issuance of obligations that are subordinated to those issued under the TBTA Subordinate Resolution solely to the extent that no principal portion of connection with such obligations issued under any Junior TBTA Resolution shall be payable prior to the payment in full of the Obligations hereunder and the termination of the Commitments and this Agreementobligation. (ii) The Authority’s obligation to pay the Reimbursement Obligations under this Agreement, each Term Revolving Loan and the MTA RANs evidencing and securing the Term Revolving Loans, shall be a special obligation of the Authority payable solely from the security, sources of payments and funds described in Section 6.1(o)(i) hereof pursuant to the Resolution. (iii) The pledges made under the Transportation Resolution and the Resolution are valid and binding and perfected from the time when they are made and property so pledged shall immediately be subject to the lien of such pledges without any physical delivery thereof or further act, and the lien of such pledges shall be valid, binding and perfected as against all parties having claims of any kind in tort, contract or otherwise against the Authority irrespective of whether such parties have notice thereof. No instrument by which such pledges are created nor any financing statement need be recorded or filed. (iv) All Obligations (other than Reimbursement Obligations) shall constitute and be payable as Operations Operating and Maintenance Expenses under the Transportation Resolution.

Pledge of Pledged Revenues. (i) To provide security to the Lenders Bank for the payment by the Authority of the Reimbursement Obligations, including, without limitation, the Term Revolving Loans and the MTA RANs evidencing and securing the Term Revolving Loans, the Authority has pledged to the Administrative Agent, for the benefit of the Lenders, certain security, sources of payments and funds pursuant to the Transportation Resolution and the Resolution, including without limitation, Bank a first priority security interest in the Pledged Revenues. Except with respect to indebtedness evidenced by the JPMorgan Revolving Credit Agreement in effect as of the Effective Date, the Bank of America Revolving Credit Agreement in effect as of the Effective Date and MTA RANs evidencing and securing such indebtedness, no No indebtedness or obligations may be issued or incurred by the Authority or any other Person with a lien on Pledged Revenues senior to or on a parity with the lien on Pledged Revenues securing the Term Revolving Loans and MTA RANs evidencing and securing the Term Revolving Loans (including, without limitation, indebtedness or obligations issued or incurred pursuant to the Transportation Resolution secured by a lien on the Pledged Revenues senior to or on a parity with the lien on Pledged Revenues securing the Revolving Loans and the MTA RANs evidencing and securing the Revolving Loans); provided, however, that nothing set forth herein shall preclude the Authority from issuing or incurring (w) indebtedness payable from amounts other than PMT Revenues payable to the Authority under Section 92-ff of the State Finance Law or that were formerly deposited under Section 92-ff of the State Finance Law and that are currently deposited directly into the Corporate Transportation Account of the Metropolitan Transportation Authority Special Assistance Fund established by Section 1270-a of the State Public Authorities Law, (x) obligations under the DTF Resolution as the DTF Resolution is in effect on the date hereof or as may be amended to permit issuance of “subordinate” obligations thereunder, or (y) obligations under any of the TBTA General Resolution as in effect on the date hereof, the TBTA Subordinate Resolution as in effect on the date hereof or a new “subordinate” resolution (herein, the “Junior TBTA Resolution”) authorizing the issuance of obligations that are subordinated to those issued under the TBTA Subordinate Resolution solely to the extent that no principal portion of such obligations issued under any Junior TBTA Resolution shall be payable prior to the payment in full of the Obligations hereunder and the termination of the Commitments and this Agreement. (ii) The Authority’s obligation to pay the Reimbursement Obligations under this Agreement, each Term Revolving Loan and the MTA RANs evidencing and securing the Term Revolving Loans, shall be a special obligation of the Authority payable solely from the security, sources of payments and funds moneys described in Section 6.1(o)(i) hereof pursuant to the Resolution. (iii) The pledges made under the Transportation Resolution and the Resolution are valid and binding and perfected from the time when they are made and property so pledged shall immediately be subject to the lien of such pledges without any physical delivery thereof or further act, and the lien of such pledges shall be valid, binding and perfected as against all parties having claims of any kind in tort, contract or otherwise against the Authority irrespective of whether such parties have notice thereof. No instrument by which such pledges are created nor any financing statement need be recorded or filed. (iv) All Obligations (other than Reimbursement Obligations) shall constitute and be payable as Operations and Maintenance Expenses under the Transportation Resolution.