Common use of Pledgor’s Agreements, etc Clause in Contracts

Pledgor’s Agreements, etc. Each Pledgor further agrees to do or cause to be done all such other acts and things as may be reasonably necessary on the part of such Pledgor or with respect to the Issuer of the Securities to make any sales of any portion or all of the Securities pursuant to this Section 8 valid and binding and in compliance with any and all applicable laws (including, without limitation, the Securities Act, the Securities Exchange Act of 1934, as amended, the rules and regulations of the Securities and Exchange Commission applicable thereto, all applicable state securities or “Blue Sky” laws and, in respect of each of the foregoing, the foreign law equivalent thereof), regulations, orders, writs, injunctions, decrees or awards of any and all courts, arbitrators or governmental instrumentalities, domestic or foreign, having jurisdiction over any such sale or sales, all at such Pledgor’s expense. Each Pledgor further acknowledges its obligation for payment of any deficiency remaining beyond the amount of the sale price of the Securities Collateral, or any of them, less any payment or expenses incurred by the Administrative Agent or any Secured Party in connection with such sale, and each Pledgor will promptly pay the amount of any such deficiency to the Administrative Agent. Nothing contained in this Agreement shall be construed to require the Administrative Agent to take any action with respect to the Securities Collateral, whether by way of foreclosure or otherwise and except as required by the applicable partnership agreement or operating agreement, in order to permit the Administrative Agent to become a substitute partner or member of the Issuers, as the case may be, under the applicable partnership agreement or operating agreement. Each Pledgor further agrees that a breach of any of the covenants contained in this Section 8 will cause irreparable injury to the Administrative Agent and the Secured Parties, that the Administrative Agent and the Secured Parties have no adequate remedy at law in respect of such breach and, as a consequence, agrees that each and every covenant contained in this Section 8 shall be specifically enforceable against such Pledgor by the Administrative Agent and such Pledgor hereby waives and agrees not to assert any defenses against an action for specific performance of such covenants to the extent it lawfully may.

Pledgor’s Agreements, etc. Each Pledgor further agrees to do or cause to be done all such other acts and things as may be reasonably necessary on the part of such Pledgor or with respect to the Issuer issuer of the Securities to make any sales of any portion or all of the Securities pursuant to this Section 8 valid and binding and in compliance with any and all applicable laws (including, without limitation, the Securities Act, the Securities Exchange Act of 1934, as amended, the rules and regulations of the Securities and Exchange Commission applicable thereto, all applicable state securities or “Blue Sky” laws and, in respect of each of the foregoing, the foreign law equivalent thereof), regulations, orders, writs, injunctions, decrees or awards of any and all courts, arbitrators or governmental instrumentalities, domestic or foreign, having jurisdiction over any such sale or sales, all at such Pledgor’s expense. Each Pledgor further acknowledges its obligation for payment of any deficiency remaining beyond the amount of the sale price of the Securities Collateral, or any of them, less any payment or expenses incurred by the Administrative Agent or any Secured Party Lender in connection with such sale, and each Pledgor will promptly pay the amount of any such deficiency to the Administrative Agent. Nothing contained in this Agreement shall be construed to require the Administrative Agent to take any action with respect to the Securities Collateral, whether by way of foreclosure or otherwise and except as required by the applicable partnership agreement or operating agreement, in order to permit the Administrative Agent to become a substitute partner or member of the IssuersSubsidiaries, as the case may be, under the applicable partnership agreement or operating agreement. Each Pledgor further agrees that a breach of any of the covenants contained in this Section 8 will cause irreparable injury to the Administrative Agent and the Secured PartiesLenders, that the Administrative Agent and the Secured Parties Lenders have no adequate remedy at law in respect of such breach and, as a consequence, agrees that each and every covenant contained in this Section 8 shall be specifically enforceable against such Pledgor by the Administrative Agent and such Pledgor hereby waives and agrees not to assert any defenses against an action for specific performance of such covenants to the extent it lawfully may.