Common use of Pledgor’s Authority Clause in Contracts

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders holders of the Secured Obligation of their rights and remedies hereunder (except as may be required by laws Laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement (except as have been already obtained) or (ii) for the exercise by the Administrative Agent or the Lenders holders of the Secured Obligations of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, governmental authority or with the issuer of any Pledged Capital Stock or third party Shares is required either (i) for the pledge made by a the Pledgor or for the granting of the security interest by a the Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders Pledgee of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).,

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders Secured Parties of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party Shares is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securitieshave been already obtained or made).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement (except as have been already obtained) or (ii) for the exercise by the Administrative Collateral Agent or the Lenders holders of the Secured Obligations of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, governmental authority or with the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement Agreement; or (ii) for the exercise by the Administrative Agent or the Lenders Noteholder of their its rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party Shares is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement (except as have been already obtained or made) or (ii) for the exercise by the Administrative Collateral Agent or the Lenders holders of the Secured Obligations of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, governmental authority or with the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, governmental authority or with the issuer of any Pledged Capital Stock or third party Equity Interests is required either (i) for the pledge pledges made by a the Pledgor or for the granting of the security interest Security Interest by a the Pledgor pursuant to this Pledge Agreement or (ii) to the best of the Pledgor’s Knowledge, for the exercise by the Administrative Agent or the Lenders Pledgee of their its rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securitiessecurities and those that have already been obtained).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authoritygovernmental authority, the issuer of any Pledged Capital Stock Stock, the obligor of any Pledged Debt or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders any Secured Party of their its rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, the issuer of any Pledged Capital Stock Collateral or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders Bank of their its rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securitiesthe Pledged Capital Stock).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders of their rights and remedies hereunder (except as may be required by laws Laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Collateral Agent or the Lenders Secured Parties of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement (except as have been already obtained) or (ii) for the exercise by the Administrative Collateral Agent or the Lenders holders of the Secured Obligations of their rights and remedies hereunder (except as may be required by laws Laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, the issuer of any Pledged Capital Stock Collateral or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders Bank of their its rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a such Pledgor or for the granting of the security interest by a such Pledgor pursuant to this Pledge Agreement (except as have been already obtained) or (ii) for the exercise by the Administrative Agent or the Lenders holders of the Secured Obligations of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent Collateral Agent, the Trustee or the Lenders holders of the Notes of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice to or filing with with, any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party of such Pledgor is required either (i) for the pledge made by a such Pledgor or for the granting of the security interest by a such Pledgor pursuant to this Pledge Agreement Agreement; or (ii) for the exercise by the Administrative Agent or the Lenders of their its rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party Shares is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement (except as have been already obtained or made) or (ii) for the exercise by the Administrative Collateral Agent or the Lenders of their its rights and remedies hereunder (except as may be required by laws applicable law affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party Shares is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement (except as have already been obtained) or (ii) for the exercise by the Administrative Agent or the Lenders of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No With respect to any Pledged Capital Stock issued by a Domestic Subsidiary, no authorization, approval or action by, and no notice or filing with any Governmental Authoritygovernmental authority, the such issuer of or any Pledged Capital Stock or third party is required either (i) for the pledge made by a such Pledgor or for the granting of the security interest by a such Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Collateral Agent or the Lenders of their its rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, governmental authority or with the issuer of any Pledged Capital Stock or third party Equity Interests is required either (i) for the pledge pledges made by a the Pledgor or for the granting of the security interest interests by a the Pledgor pursuant to this Pledge Agreement or (ii) to the best of the Pledgor’s knowledge, for the exercise by the Administrative Agent or the Lenders Pledgee of their its rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement Agreement; or (ii) for the exercise by the Administrative Collateral Agent or the Lenders of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders Lender of their its rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party of such Pledgor is required either (i) for the pledge made by a such Pledgor or for the granting of the security interest by a such Pledgor pursuant to this Pledge Agreement Agreement; or (ii) for the exercise by the Administrative Agent or the Lenders Lender of their its rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No material authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any of the Pledged Capital Stock or third party Shares is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement (except as have been already obtained) or (ii) for the exercise by the Administrative Agent or the Lenders holders of the Secured Obligations of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, the issuer of any Pledged Capital Stock or any third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Collateral Agent or the Lenders of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders of their rights and remedies hereunder (in each case, except as may be required by laws affecting the offering and sale of securitiessecurities or as has previously been obtained or made, as applicable).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party of such Pledgor is required either (i) for the pledge made by a such Pledgor or for the granting of the security interest by a such Pledgor pursuant to this Pledge Agreement Agreement; or (ii) for the exercise by the Administrative Agent or the Lenders Lender of their its rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, the issuer of any Pledged Capital Stock Equity Interests or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) other than the Burger King Rights, for the exercise by the Administrative Agent or the Lenders Secured Parties of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No To the best of such Pledgor's knowledge, no -------------------- authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party is Shares are required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement (except as have been already obtained or made) or (ii) for the exercise by the Administrative Agent or the Lenders Secured Parties of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, governmental authority or with the issuer of any Pledged Capital Stock or third party Equity Interests is required either (i) for the pledge pledges made by a the Pledgor or for the granting of the security interest interests by a the Pledgor pursuant to this Pledge Agreement or (ii) to the best of the Pledgor's knowledge, for the exercise by the Administrative Agent or the Lenders Calliope of their its rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders Lender of their its rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Collateral Agent or the Lenders of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement Agreement; or (ii) for the exercise by the Administrative Agent or the Lenders of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, governmental authority or with the issuer of any Pledged Capital Stock or third party Equity Interests is required either (i) for the pledge pledges made by a such Pledgor or for the granting of the security interest interests by a such Pledgor pursuant to this Pledge Agreement or (ii) to the best of such Pledgor’s knowledge, for the exercise by the Administrative Agent or the Lenders Pledgees of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, governmental authority or regulatory body or with the issuer of any the Pledged Capital Stock or third party is required either (i) for the pledge made by a the Pledgor or for the granting of the security interest by a the Pledgor pursuant to this Pledge Agreement and Security Agreement; or (ii) for the exercise by the Administrative Agent or the Lenders Bank of their its rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, the issuer of any Pledged Capital Stock or any third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Collateral Agent or on behalf of the Lenders Holders of their its rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement (except as have been already obtained) or (ii) for the exercise by the Administrative Collateral Agent or the Lenders holders of the Secured Obligations of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securitiesunder state, federal or foreign communications laws).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, governmental authority or with the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) to the best of Pledgor's knowledge, for the exercise by the Administrative Agent or the Lenders Laurus of their its rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and ------------------- no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No To the best of the Pledgor's knowledge, no ------------------ authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party is Shares are required either (i) for the pledge made by a the Pledgor or for the granting of the security interest by a the Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, governmental authority or with the issuer of any Pledged Capital Stock or third party Equity Interests is required either (i) for the pledge pledges made by a any Pledgor or for the granting of the security interest interests by a any Pledgor pursuant to this Pledge Agreement or (ii) to the best of each Pledgor’s knowledge, for the exercise by the Administrative Agent or the Lenders of their its rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No With respect to any Pledged Capital Stock issued by a Domestic Subsidiary, no authorization, approval or action by, and no notice or filing with any Governmental Authority, the such issuer of or any Pledged Capital Stock or third party is required either (i) for the pledge made by a such Pledgor or for the granting of the security interest by a such Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, governmental authority or with the issuer of any Pledged Capital Stock or third party Equity Interests is required either (i) for the pledge pledges made by a Pledgor Pledgors or for the granting of the security interest interests by a Pledgor Pledgors pursuant to this Pledge Agreement or (ii) to the best of each Pledgor’s knowledge, for the exercise by the Administrative Agent or the Lenders Laurus of their its rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, the issuer of any Pledged Capital Stock or Pledged Debt or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Collateral Agent or of the Lenders of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securitiessecurities and subject to the applicable provisions of the Bankruptcy Code).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a the Pledgor or for the granting of the security interest by a the Pledgor pursuant to this Pledge Agreement (except as have been already obtained) or (ii) for the exercise by the Administrative Collateral Agent or the Lenders holders of the Secured Obligations of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securitiesunder state, federal or foreign communications laws).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a the Pledgor or for the granting of the security interest by a the Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Collateral Agent or the Lenders of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party of such Pledgor is required either (i) for the pledge made by a such Pledgor or for the granting of the security interest by a such Pledgor pursuant to this Pledge Agreement Agreement; or (ii) for the exercise by the Administrative Agent or the Lenders of their its rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders of their rights and remedies hereunder (except such filings as may be required by laws affecting are necessary in connection with the offering and sale perfection of securitiesthe Liens).

Pledgor’s Authority. No Except as may be required by laws affecting the offering and sale of securities, no authorization, approval or action by, and no notice or filing with any Governmental Authority, the issuer of any Pledged Capital Stock or third party governmental authority is required either (i) for the pledge made by a the Pledgor or for the granting of the security interest by a the Pledgor pursuant to this Pledge Agreement (except as have been already obtained) or (ii) for the exercise by the Administrative Agent or the Lenders Secured Parties of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities)hereunder.

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders of their rights and remedies hereunder (in each case, except as may be required by laws affecting the offering and sale of securities, or has previously been obtained or made, as applicable).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, the issuer of any Pledged Capital Stock Equity Interests or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders Secured Parties of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any the Pledged Capital Stock or third party is required either (i) for the pledge made by a the Pledgor or for the granting of the security interest by a the Pledgor pursuant to this Stock Pledge Agreement Agreement; or (ii) for the exercise by the Administrative Agent or the Lenders any Lender of their its rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent Agents or the Lenders of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, governmental authority or with the issuer of any Pledged Capital Stock or third party Equity Interests is required either (i) for the pledge pledges made by a the Pledgor or for the granting of the security interest Security Interest by a the Pledgor pursuant to this Pledge Agreement or (ii) to the best of the Pledgor’s Knowledge, for the exercise by the Administrative Agent or the Lenders Pledgees of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale and/or purchase of securitiessecurities and those that have already been obtained).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock Shares, Pledged Membership Interests or third party Pledged Partnership Interests is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, the issuer of any Pledged Capital Stock or third party any other Person is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Collateral Agent or the Lenders Investors of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No material authorization, approval or action by, and no notice or filing with any Governmental Authority, the issuer of any Pledged Capital Stock Equity Interests or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders Secured Parties of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party Shares is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement (except as have been already obtained or made) or (ii) for the exercise by the Administrative Collateral Agent or the Lenders holders of the Secured Obligations of their rights and remedies hereunder (except as may be required by laws Laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, governmental authority or with the issuer Issuer of any Pledged Capital Stock or third party Shares (except as provided herein) is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).for

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a the Pledgor or for the granting of the security interest by a the Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Collateral Agent or the Lenders Holders of their rights and remedies hereunder hereunder, except (except i) as may be required by under applicable securities or similar laws affecting and (ii) as set forth in the offering and sale of securities)Intercreditor Agreement.

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a the Pledgor or for the granting of the security interest by a the Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a such Pledgor or for the granting of the security interest by a such “Pledgor pursuant to this Pledge Agreement (except as have been already obtained) or (ii) for the exercise by the Administrative Agent or the Lenders holders of the Secured Obligations of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement or (ii) for the exercise by the Administrative Agent or the Lenders of their rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities)) or as may be required with respect to the Agent or any Lender.

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party Shares is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement (except as have already been obtained) or (ii) for the exercise by the Administrative Collateral Agent or the Lenders any Lender of their its rights and remedies hereunder (except as may be required by laws affecting the offering and sale of securities).

Pledgor’s Authority. No authorization, approval or action by, and no notice or filing with any Governmental Authority, Authority or with the issuer of any Pledged Capital Stock or third party Shares is required either (i) for the pledge made by a Pledgor or for the granting of the security interest by a Pledgor pursuant to this Pledge Agreement (except as have been already obtained) or (ii) for the exercise by the Administrative Collateral Agent or the Lenders holders of the Secured Obligations of their rights and remedies hereunder (except as may be required by laws Laws affecting the offering and sale of securities).