Common use of Special Provisions Relating to the Collateral Clause in Contracts

Special Provisions Relating to the Collateral. (a) So long as no Event of Default has occurred and is continuing, and subject to the provisions of Section 2.07, the Pledgor shall have the right to exercise all voting and decision-making, consensual and other powers of ownership pertaining to the Collateral for all purposes. Subject to the provisions of Section 2.07, the Secured Party will, at the Pledgor’s expense, execute and deliver to the Pledgor or cause to be executed and delivered to the Pledgor all such proxies, powers of attorney, profits or distributions and other orders and other instruments, without recourse, as the Pledgor may reasonably request for the purpose of enabling the Pledgor to exercise the rights and powers that it is entitled to exercise pursuant to this Section 2.05(a). (b) So long as no Event of Default has occurred and is continuing, the Pledgor shall be entitled to receive, retain, and utilize for any purpose any Distributions. (c) Upon the occurrence and continuance of an Event of Default, and whether or not the Secured Party seeks or pursues any right, remedy, power or privilege available to it under Applicable Law, this Agreement or any other Transaction Document, all Distributions shall be paid directly to the Secured Party or deposited as Collateral in a deposit account subject to a first priority lien in favor of the Secured Party in which case such funds shall not be removed from such account by the Pledgor except with the written consent or instruction of the Secured Party. (d) Upon the occurrence and continuance of an Event of Default, the Secured Party shall be entitled to vote the Securities representing the Pledged Shares in the manner and within the time frames indicated in such instruction or direction and otherwise to act with respect to the Collateral as outright owner thereof. (e) The Pledgor recognizes that, by reason of certain prohibitions contained in the Securities Act and applicable state securities laws, the Secured Party may be compelled, with respect to any sale of all or any part of the Securities of the Collateral, to limit purchasers to those who will agree, among other things, to acquire the Securities of the Collateral for their own account, for investment and not with a view to the distribution or resale thereof. The Pledgor acknowledges that any such private sales may be at prices and on terms less favorable to the Secured Party than those obtainable through a public sale without such restrictions; provided that any such private sale shall be conducted in a commercially reasonable manner. Notwithstanding anything in this Section 2.05(e) to the contrary, the Secured Party shall have no obligation to engage in public sales and no obligation to delay the sale of any Collateral for the period of time necessary to permit the Pledgor to register any Securities of the Collateral for public sale. The Pledgor agrees that private sales made under the foregoing circumstances shall be deemed to have been made in a commercially reasonable manner. (f) All Distributions that are received by the Pledgor contrary to the provisions of this Section 2.05 shall be received and held in trust for the benefit of the Secured Party, shall be segregated by the Pledgor from other funds of the Pledgor and shall be forthwith paid over to the Secured Party in the same form as so received.

Special Provisions Relating to the Collateral. (a) So long as no Event of Default has shall have occurred and is be continuing, and subject to the provisions of Section 2.07, the Pledgor Securing Party shall have the right to exercise all voting and decision-makingvoting, consensual and other powers of ownership pertaining to the Stock Collateral for all purposes. Subject to purposes not inconsistent with the provisions terms of Section 2.07this Agreement, the Secured Party willStock Purchase Agreement, at the Pledgor’s expense, Notes or any other instrument or agreement referred to herein or therein; and the Collateral Agent shall execute and deliver to the Pledgor Securing Party or cause to be executed and delivered to the Pledgor Securing Party all such proxies, powers of attorney, profits or distributions dividend and other orders orders, and other all such instruments, without recourse, as the Pledgor Securing Party may reasonably request for the purpose of enabling the Pledgor Securing Party to exercise the rights and powers that it is entitled to exercise pursuant to this Section 2.05(a4.03(a). (b) So long as no Event of Unless and until a Default has occurred and is continuing, the Pledgor Securing Party shall be entitled to receive, retain, receive and utilize for any purpose any Distributionsretain all cash dividends on the Stock Collateral. (c) Upon the occurrence and continuance of an If any Event of DefaultDefault shall have occurred, then so long as such Event of Default shall continue, and whether or not the Collateral Agent or any Secured Party exercises any available right to declare any Secured Obligation due and payable or seeks or pursues any right, remedy, power other relief or privilege remedy available to it under Applicable Lawapplicable law or under this Agreement, this Agreement the Notes or any other Transaction Documentagreement relating to such Secured Obligation, and all Distributions dividends and other distributions on the Stock Collateral shall be paid directly to the Secured Party or deposited Collateral Agent as Collateral in a deposit account part of the Stock Collateral, subject to a first priority lien the terms of this Agreement, and, if the Collateral Agent shall so request in favor of the Secured Party in which case such funds shall not be removed from such account by the Pledgor except with the written consent or instruction of the Secured Party. (d) Upon the occurrence and continuance of an Event of Defaultwriting, the Secured Securing Party shall be entitled agrees to vote the Securities representing the Pledged Shares in the manner execute and within the time frames indicated in such instruction or direction and otherwise to act with respect deliver to the Collateral as outright owner thereof. (e) The Pledgor recognizes thatAgent appropriate additional dividend, by reason distribution and other orders and documents to that end, provided that if such Event of certain prohibitions contained in Default is cured, any such dividend or distribution theretofore paid to the Securities Act and applicable state securities lawsCollateral Agent shall, the Secured Party may be compelled, with respect to any sale of all or any part upon request of the Securities of the Collateral, to limit purchasers to those who will agree, among other things, to acquire the Securities of the Collateral for their own account, for investment and not with a view Securing Party (except to the distribution or resale thereof. The Pledgor acknowledges that any such private sales may be at prices and on terms less favorable extent theretofore applied to the Secured Party than those obtainable through a public sale without such restrictions; provided that any such private sale shall Obligations), be conducted in a commercially reasonable manner. Notwithstanding anything in this Section 2.05(e) returned by the Collateral Agent to the contrary, the Secured Party shall have no obligation to engage in public sales and no obligation to delay the sale of any Collateral for the period of time necessary to permit the Pledgor to register any Securities of the Collateral for public sale. The Pledgor agrees that private sales made under the foregoing circumstances shall be deemed to have been made in a commercially reasonable mannerSecuring Party. (f) All Distributions that are received by the Pledgor contrary to the provisions of this Section 2.05 shall be received and held in trust for the benefit of the Secured Party, shall be segregated by the Pledgor from other funds of the Pledgor and shall be forthwith paid over to the Secured Party in the same form as so received.

Special Provisions Relating to the Collateral. (a) The Pledgors will cause the Pledged Shares to constitute at all times 100% of the total number of shares of each class of capital stock of the Borrower then outstanding. (b) So long as no Event of Default has shall have occurred and is be continuing, and subject to the provisions of Section 2.07, the Pledgor Pledgors shall have the right to exercise all voting and decision-makingvoting, consensual and other powers of ownership pertaining to the Collateral for all purposes. Subject to , provided that the provisions Pledgors agree that they will not vote the Collateral in any manner that is inconsistent with the terms of Section 2.07this agreement, the Secured Party willLoan Agreement or any other Document or which would change the terms of the Collateral, at and the Pledgor’s expense, Security Trustee shall execute and deliver to the Pledgor Pledgors or cause to be executed and delivered to the Pledgor Pledgors all such proxies, powers of attorney, profits or distributions dividend and other orders orders, and other all such instruments, without recourse, as the Pledgor Pledgors may reasonably request for the purpose of enabling the Pledgor Pledgors to exercise the rights and powers that it is they are entitled to exercise pursuant to this Section 2.05(a9(b). (b) So long as no Event of Default has occurred and is continuing, the Pledgor shall be entitled to receive, retain, and utilize for any purpose any Distributions. (c) Upon Subject to the occurrence terms of this agreement the Pledgors shall be entitled to receive and continuance of an retain any Dividends on the Collateral. (d) If any Event of DefaultDefault shall have occurred, then so long as such Event of Default shall continue, and whether or not any Secured Party exercises any available right to declare any of the Secured Party Liabilities due and payable or seeks or pursues any right, remedy, power other relief or privilege remedy available to it under Applicable Law, applicable law or under this Agreement agreement or any other Transaction Document, all Distributions Dividends on the Collateral shall be paid directly to the Secured Party or deposited Security Trustee and retained by it as Collateral in a deposit account subject to a first priority lien in favor of the Secured Party in which case such funds shall not be removed from such account by the Pledgor except with the written consent or instruction of the Secured Party. (d) Upon the occurrence and continuance of an Event of Default, the Secured Party shall be entitled to vote the Securities representing the Pledged Shares in the manner and within the time frames indicated in such instruction or direction and otherwise to act with respect to the Collateral as outright owner thereof. (e) The Pledgor recognizes that, by reason of certain prohibitions contained in the Securities Act and applicable state securities laws, the Secured Party may be compelled, with respect to any sale of all or any part of the Securities of the Collateral, subject to limit purchasers the terms of this agreement, and, if the Security Trustee shall so request in writing, the Pledgors agree to those who will agreeexecute and deliver to the Security Trustee appropriate additional dividend, among distribution and other thingsorders and documents to that end, provided that if such Event of Default is waived or cured, any such Dividend therefore paid to acquire the Securities Security Trustee shall, upon request of the Collateral for their own account, for investment and not with a view Pledgors (except to the distribution or resale thereof. The Pledgor acknowledges that any such private sales may be at prices and on terms less favorable extent thereto for applied to the Secured Party than those obtainable through a public sale without such restrictions; provided that any such private sale shall Liabilities by the Security Trustee pursuant to Section 3 hereof) be conducted in a commercially reasonable manner. Notwithstanding anything in this Section 2.05(e) returned by the Security Trustee to the contrary, the Secured Party shall have no obligation to engage in public sales and no obligation to delay the sale of any Collateral for the period of time necessary to permit the Pledgor to register any Securities of the Collateral for public sale. The Pledgor agrees that private sales made under the foregoing circumstances shall be deemed to have been made in a commercially reasonable mannerPledgors. (f) All Distributions that are received by the Pledgor contrary to the provisions of this Section 2.05 shall be received and held in trust for the benefit of the Secured Party, shall be segregated by the Pledgor from other funds of the Pledgor and shall be forthwith paid over to the Secured Party in the same form as so received.

Special Provisions Relating to the Collateral. (a) So long as no Event of Default has shall have occurred and is be continuing, and subject to the provisions of Section 2.07, the Pledgor Securing Party shall have the right to exercise all voting and decision-makingvoting, consensual and other powers of ownership pertaining to the Stock Collateral for all purposes. Subject to purposes not inconsistent with the provisions terms of Section 2.07this Agreement, the Secured Party willStock Purchase Agreement, at the Pledgor’s expense, Notes or any other instrument or agreement referred to herein or therein; and the Collateral Agent shall execute and deliver to the Pledgor Securing Party or cause to be executed and delivered to the Pledgor Securing Party all such proxies, powers of attorney, profits or distributions dividend and other orders orders, and other all such instruments, without recourse, as the Pledgor Securing Party may reasonably request for the purpose of enabling the Pledgor Securing Party to exercise the rights and powers that it is entitled to exercise pursuant to this Section 2.05(a4.03(a). (b) So long as no Event of Unless and until a Default has occurred and is continuing, the Pledgor Securing Party shall be entitled to receive, retain, receive and utilize for any purpose any Distributionsretain all cash dividends on the Stock Collateral. (c) Upon the occurrence and continuance of an If any Event of DefaultDefault shall have occurred, then so long as such Event of Default shall continue, and whether or not the Collateral Agent or any Secured Party exercises any available right to declare any Secured Obligation due and payable or seeks or pursues any right, remedy, power other relief or privilege remedy available to it under Applicable Lawapplicable law or under this Agreement, this Agreement the Notes or any other Transaction Documentagreement relating to such Secured Obligation, and all Distributions dividends and other distributions on the Stock Collateral shall be paid directly to the Secured Party or deposited Collateral Agent as Collateral in a deposit account part of the Stock Collateral, subject to a first priority lien the terms of this Agreement, and, if the Collateral Agent shall so request in favor of the Secured Party in which case such funds shall not be removed from such account by the Pledgor except with the written consent or instruction of the Secured Party. (d) Upon the occurrence and continuance of an Event of Defaultwriting, the Secured Securing Party shall be entitled agrees to vote the Securities representing the Pledged Shares in the manner execute and within the time frames indicated in such instruction or direction and otherwise to act with respect deliver to the Collateral as outright owner thereof. (e) The Pledgor recognizes thatAgent appropriate additional dividend, by reason distribution and other orders and documents to that end, PROVIDED that if such Event of certain prohibitions contained in Default is cured, any such dividend or distribution theretofore paid to the Securities Act and applicable state securities lawsCollateral Agent shall, the Secured Party may be compelled, with respect to any sale of all or any part upon request of the Securities of the Collateral, to limit purchasers to those who will agree, among other things, to acquire the Securities of the Collateral for their own account, for investment and not with a view Securing Party (except to the distribution or resale thereof. The Pledgor acknowledges that any such private sales may be at prices and on terms less favorable extent theretofore applied to the Secured Party than those obtainable through a public sale without such restrictions; provided that any such private sale shall Obligations), be conducted in a commercially reasonable manner. Notwithstanding anything in this Section 2.05(e) returned by the Collateral Agent to the contrary, the Secured Party shall have no obligation to engage in public sales and no obligation to delay the sale of any Collateral for the period of time necessary to permit the Pledgor to register any Securities of the Collateral for public sale. The Pledgor agrees that private sales made under the foregoing circumstances shall be deemed to have been made in a commercially reasonable mannerSecuring Party. (f) All Distributions that are received by the Pledgor contrary to the provisions of this Section 2.05 shall be received and held in trust for the benefit of the Secured Party, shall be segregated by the Pledgor from other funds of the Pledgor and shall be forthwith paid over to the Secured Party in the same form as so received.