Common use of Rights of the Pledgee Clause in Contracts

Rights of the Pledgee. The Pledgee shall not be liable for failure to collect or realize upon the Obligations or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall the Pledgee be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares held by the Pledgee hereunder may, if an Event of Default has occurred and is continuing, without notice, be registered in the name of the Pledgee or its nominee, and the Pledgee or its nominee may thereafter without notice exercise all voting and corporate rights at any meeting with respect to the Company and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, the merger, consolidation, reorganization, recapitalization or other readjustment with respect to the Company or upon the exercise by the Company, the Pledgor or the Pledgee of any right, privilege or option pertaining to any of the Pledged Shares, and in connection therewith, to deposit and deliver any and all of the Pledged Shares with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as the Pledgee may reasonably determine, all without liability except to account for property actually received by the Pledgee, but the Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of the Pledgee. The Pledgee shall not be liable for failure (a) In addition to collect or realize upon the Obligations or any collateral security or guaranty therefor, or any part thereof, or for any delay other remedy provided in so doing, nor shall the Pledgee be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares held by the Pledgee hereunder maythis Agreement, if an Event of Default has occurred under the Note, this Agreement, the Security Agreement or any other Loan Document shall occur: (i) the Pledgee shall have the right to receive any and is continuingall cash dividends paid in respect of the Pledged Stock and make application thereof to the Obligations in such order as the Pledgee may determine, without notice, and (ii) all shares of the Pledged Stock shall be registered in the name of the Pledgee or its nominee, nominee and the Pledgee or its nominee may thereafter without notice exercise (A) all voting voting, corporate and corporate other rights pertaining to such shares of the Pledged Stock at any meeting with respect to the Company of shareholders of Issuer or otherwise and exercise (B) any and all rights of conversion, exchange, subscription or and any other rights, privileges or options pertaining to any such shares of the Pledged Shares Stock as if it were the absolute owner thereof, thereof (including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, Stock upon the merger, consolidation, reorganization, recapitalization or other readjustment with respect to fundamental change in the Company corporate structure of any Issuer, or upon the exercise by the Company, the Pledgor or the Pledgee of any right, privilege or option pertaining to any such shares of the Pledged SharesStock, and in connection therewith, the right to deposit and deliver any and all of the Pledged Shares Stock with any committee, depositorydepositary, transfer agent, registrar or other designated agency upon such terms and conditions as the Pledgee it may reasonably determine), all without liability except to account for property actually received by the Pledgeeit, but the Pledgee shall have no duty to the Pledgor to exercise any of the aforesaid rightssuch right, privileges privilege or options option and shall not be responsible for any failure to do so or delay in so doing. (b) The rights of the Pledgee hereunder shall not be conditioned or contingent upon the pursuit by the Pledgee of any right or remedy against the Pledgor or against any other Person which may be or become liable in respect of all or any part of the Obligations or against any collateral security therefore, guarantee therefore or right of offset with respect thereto. The Pledgee shall not be liable for any failure to demand, collect or realize upon all or any part of the Collateral or for any delay in doing so, nor shall the Pledgee be under any obligation to sell or otherwise dispose of any Collateral upon the request of the Pledgor or any other Person or to take any other action whatsoever with regard to the Collateral or any part thereof other than are required by applicable law. (c) To the extent permitted by applicable law, Pledgee shall be under no duty or obligation whatsoever to make or give any presentments, demands for performance, notices of non-performance, protests, notices of protest, or notices of dishonor in connection with the Obligations. (d) If, with the consent of Pledgee, Pledgor shall substitute or exchange other securities in place of those herein mentioned, all of the rights and privileges of Pledgee and all of the obligations of Pledgor with respect to the securities originally pledged or held as Collateral hereunder shall be forthwith applicable to such substituted or exchanged securities. (e) In the event that, during the term of this Agreement, subscription warrants or any other rights or options shall be issued in connection with the Collateral, such warrants, rights, or options shall be immediately assigned, if necessary, by Pledgor to Pledgee. If any such warrants, rights, or options are exercised by Pledgor, all new securities so acquired by Pledgor shall be immediately assigned to Pledgee, shall become part of the Collateral and shall be endorsed to, delivered to and held by Pledgee under the terms of this Agreement in the same manner as the securities originally pledged. (f) In the event that, during the term of this Agreement, any share, dividend, reclassification, readjustment or other change is declared or made in the capital structure of Company, all new, substituted and additional shares, or other securities, issued by reason of any such change shall become part of the Collateral and shall be endorsed to, delivered to and held by Pledgee under the terms of this Agreement in the same manner as the securities originally pledged. It shall not be necessary for Pledgee to inquire into the powers of Pledgor or the officers, directors or agents acting or purporting to act on behalf of Pledgor, and any obligations made or created in reliance on the professed exercise of such powers shall be secured hereunder.

Rights of the Pledgee. The Pledgee shall not be liable for failure to collect or realize upon the Obligations or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall the Pledgee be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares held by the Pledgee hereunder may, if an Event of Default has occurred and is continuing, without notice, be registered in the name of the Pledgee or its nominee, and the Pledgee or its nominee may thereafter without notice exercise all voting and corporate rights at any meeting with respect to the Company Fan Pass, Inc. and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, the merger, consolidation, reorganization, recapitalization or other readjustment with respect to the Company Fan Pass, Inc. or upon the exercise by the CompanyFan Pass, Inc., the Pledgor or the Pledgee of any right, privilege or option pertaining to any of the Pledged Shares, and in connection therewith, to deposit and deliver any and all of the Pledged Shares with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as the Pledgee may reasonably determine, all without liability except to account for property actually received by the Pledgee, but the Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of the Pledgee. The If an event of default in respect of the Note and Obligation shall occur (i) the Pledgee shall not be liable for failure have the right to collect or realize upon the Obligations or receive any collateral security or guaranty therefor, or any part thereof, or for any delay and all cash dividends paid in so doing, nor shall the Pledgee be under any obligation to take any action whatsoever with regard thereto. Any or all respect of the Pledged Shares held by Stock and make application thereof to the Pledgee hereunder mayObligation in such order as it may determine, if an Event and (ii) all shares of Default has occurred and is continuing, without notice, the Pledged Stock shall be registered in the name of the Pledgee or its nominee, and the Pledgee or its nominee may thereafter without notice exercise (A) all voting voting, corporate and corporate other rights pertaining to such shares of the Pledged Stock at any meeting with respect to of shareholders of the Company or otherwise, and exercise (B) any and all rights of conversion, exchange, subscription or and any other rights, privileges or options pertaining to any such shares of the Pledged Shares Stock as if it were the absolute owner thereof, thereof (including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, Stock upon the merger, consolidation, reorganization, recapitalization or other readjustment with respect to fundamental change in the Company corporate structure of the Company, or upon the exercise by the Company, the Pledgor or the Pledgee of any right, privilege or option pertaining to any such shares of the Pledged SharesStock, and in connection therewith, the right to deposit and deliver any and all of the Pledged Shares Stock with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as the Pledgee it may reasonably determine), all without liability except to account for property actually received by the Pledgeeit, but the Pledgee shall have no duty to exercise any of the aforesaid rightssuch right, privileges privilege or options option and shall not be responsible for any failure to do so or delay in so doing.

Rights of the Pledgee. The Pledgee shall not be liable for failure to collect or realize upon the Obligations Liabilities or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall the Pledgee be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares held by the Pledgee hereunder may, if an Event of Default has occurred and is continuing, without notice, be registered in the name of the Pledgee or its nominee, and the Pledgee or its nominee may thereafter without notice exercise all voting and corporate rights at any meeting with respect to the Company any Pledge Entity and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, the merger, consolidation, reorganization, recapitalization or other readjustment with respect to the Company any Pledge Entity or upon the exercise by the Companyany Pledge Entity, the Pledgor or the Pledgee of any right, privilege or option pertaining to any of the Pledged Shares, and in connection therewith, to deposit and deliver any and all of the Pledged Shares with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as the Pledgee may reasonably determine, all without liability except to account for property actually received by the Pledgee, but the Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.