Common use of Transfer of Pledged Securities Clause in Contracts

Transfer of Pledged Securities. All certificates or instruments representing or evidencing such Pledged Securities shall be delivered to and held pursuant hereto by the Subordinated Noteholder Representative or a Person designated by the Subordinated Noteholder Representative (which such designee shall be the Senior Agent until the termination of the security interest created by the Senior Guaranty and Pledge Agreement, after which such time, the designee shall be the Subordinated Noteholder Representative) and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, and accompanied by any required transfer tax stamps to effect the pledge of the Pledged Securities to the Subordinated Noteholder Representative. Notwithstanding the preceding sentence, at the Subordinated Noteholder Representative’s reasonable discretion, all such Pledged Securities must be delivered or transferred in such manner as to permit the Subordinated Noteholder Representative to be a “protected purchaser” to the extent of its security interest as provided in Section 8.303 of the UCC (if the Subordinated Noteholder Representative otherwise qualifies as a protected purchaser). During the continuance of an Event of Default, the Subordinated Noteholder Representative, subject to its compliance with applicable federal and state securities laws and the prior rights of the Senior Agent, shall have the right, at any time in its discretion and without notice, to transfer to or to register in the name of the Subordinated Noteholder Representative or any of its nominees any or all of the Pledged Securities, subject only to the revocable rights specified in Section 6.03. In addition, during the continuance of an Event of Default, the Subordinated Noteholder Representative shall have the right at any time to exchange certificates or instruments representing or evidencing Pledged Securities for certificates or instruments of smaller or larger denominations.

Transfer of Pledged Securities. All certificates or instruments representing or evidencing such Pledged Securities shall be delivered to and held pursuant hereto by the Subordinated Noteholder Representative or a Person designated by the Subordinated Noteholder Representative (which such designee shall be the Senior Agent until the termination of the security interest created by the Senior Guaranty and Pledge Agreement, after which such time, the designee shall be the Subordinated Noteholder Representative) and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or 8 assignment in blank, and accompanied by any required transfer tax stamps to effect the pledge of the Pledged Securities to the Subordinated Noteholder Representative. Notwithstanding the preceding sentence, at the Subordinated Noteholder Representative’s reasonable discretion, all such Pledged Securities must be delivered or transferred in such manner as to permit the Subordinated Noteholder Representative to be a “protected purchaser” to the extent of its security interest as provided in Section 8.303 of the UCC (if the Subordinated Noteholder Representative otherwise qualifies as a protected purchaser). During the continuance of an Event of Default, the Subordinated Noteholder Representative, subject to its compliance with applicable federal and state securities laws and the prior rights of the Senior Agent, shall have the right, at any time in its discretion and without notice, to transfer to or to register in the name of the Subordinated Noteholder Representative or any of its nominees any or all of the Pledged Securities, subject only to the revocable rights specified in Section 6.03. In addition, during the continuance of an Event of Default, the Subordinated Noteholder Representative shall have the right at any time to exchange certificates or instruments representing or evidencing Pledged Securities for certificates or instruments of smaller or larger denominations.

Transfer of Pledged Securities. All Upon the payment in full of all Senior Revolving Guarantor Obligations, the termination of the commitments under the Senior Revolving Credit Documents and the expiration, termination, or cash-collateralization of all letters of credit issued by any holder of Senior Indebtedness and to the extent the Pledge Securities constitute “securities” under Article 8 of the UCC, all certificates or instruments representing or evidencing such Pledged Securities shall be delivered to and held pursuant hereto by the Subordinated Noteholder Representative Administrative Agent or a Person designated by the Subordinated Noteholder Representative (which such designee shall be the Senior Administrative Agent until the termination of the security interest created by the Senior Guaranty and Pledge Agreement, after which such time, the designee shall be the Subordinated Noteholder Representative) and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, and accompanied by any required transfer tax stamps to effect the pledge of the Pledged Securities to the Subordinated Noteholder RepresentativeAdministrative Agent. Notwithstanding the preceding sentence, at the Subordinated Noteholder RepresentativeAdministrative Agent’s reasonable discretion, to the extent the Pledge Securities constitute “securities” under Article 8 of the UCC and upon the payment in full of all Senior Revolving Guarantor Obligations, the termination of the commitments under the Senior Revolving Credit Documents and the expiration, termination, or cash-collateralization of all letters of credit issued by any holder of Senior Indebtedness, all such Pledged Securities must be delivered or transferred in such manner as to permit the Subordinated Noteholder Representative Administrative Agent to be a “protected purchaser” to the extent of its security interest as provided in Section 8.303 of the UCC (if the Subordinated Noteholder Representative Administrative Agent otherwise qualifies as a protected purchaser). During the continuance of an Event of Default, the Subordinated Noteholder Representative, subject to its compliance with applicable federal and state securities laws and the prior rights of the Senior Agent, Administrative Agent shall have the right, at any time in its discretion and without notice, to transfer to or to register in the name of the Subordinated Noteholder Representative Administrative Agent or any of its nominees any or all of the Pledged Securities, subject only to the revocable rights specified in Section 6.036.02(b). In addition, during the continuance of an Event of Default, after payment in full of all Senior Revolving Guarantor Obligations, the Subordinated Noteholder Representative termination of the commitments under the Senior Revolving Credit Documents and the expiration, termination, or cash-collateralization of all letters of credit issued by any holder of Senior Indebtedness, the Administrative Agent shall have the right at any time to exchange certificates or instruments representing or evidencing Pledged Securities for certificates or instruments of smaller or larger denominations.

Transfer of Pledged Securities. All Subject to the terms of the First Lien Intercreditor Agreement, all certificates or instruments representing or evidencing such the Pledged Securities shall be delivered to and held pursuant hereto by the Subordinated Noteholder Representative Pledgee or a Person designated by the Subordinated Noteholder Representative (which such designee shall be the Senior Agent until the termination of the security interest created by the Senior Guaranty Pledgee and Pledge Agreement, after which such time, the designee shall be the Subordinated Noteholder Representative) and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, and accompanied by any required transfer tax stamps to effect the pledge of the Pledged Securities to the Subordinated Noteholder RepresentativePledgee. Notwithstanding the preceding sentence, but subject to the terms of the First Lien Intercreditor Agreement, at the Subordinated Noteholder RepresentativePledgee’s reasonable discretion, all such Pledged Securities must be delivered or transferred in such manner as to permit the Subordinated Noteholder Representative Pledgee to be a “protected purchaser” to the extent of its security interest as provided in Section 8.303 8-303 of the UCC (if the Subordinated Noteholder Representative Pledgee otherwise qualifies as a protected purchaser). During the continuance of an Event of Default, the Subordinated Noteholder Representative, subject to its compliance with applicable federal and state securities laws and the prior rights terms of the Senior AgentFirst Lien Intercreditor Agreement, the Pledgee shall have the right, at any time in its discretion and without notice, to transfer to or to register in the name of the Subordinated Noteholder Representative Pledgee or any of its nominees any or all of the Pledged Securities, subject only to the revocable rights specified in Section 6.035.04. In addition, during the continuance of an Event of Default, the Subordinated Noteholder Representative Pledgee shall have the right at any time to exchange certificates or instruments representing or evidencing Pledged Securities for certificates or instruments of smaller or larger denominations.

Transfer of Pledged Securities. All Subject to the terms of the Intercreditor Agreement, to the extent any of the Pledged Securities constitute “securities” under Article 8 of the UCC, any certificates or instruments representing or evidencing such Pledged Securities shall be delivered to and held pursuant hereto by the Subordinated Noteholder Representative Collateral Trustee or a Person designated by the Subordinated Noteholder Representative (which such designee shall be the Senior Agent until the termination of the security interest created by the Senior Guaranty and Pledge Agreement, after which such time, the designee shall be the Subordinated Noteholder Representative) Collateral Trustee and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, and accompanied by any required transfer tax stamps to effect the pledge of the such Pledged Securities to the Subordinated Noteholder RepresentativeCollateral Trustee. Notwithstanding the preceding sentencesentence but subject to the terms of the Intercreditor Agreement, at the Subordinated Noteholder RepresentativeCollateral Trustee’s reasonable discretion, to the extent such Pledged Securities constitute “securities” under Article 8 of the UCC, all such Pledged Securities must be delivered or transferred in such manner as to permit the Subordinated Noteholder Representative Collateral Trustee to be a “protected purchaser” to the extent of its security interest as provided in Section 8.303 8-303 of the UCC (if the Subordinated Noteholder Representative Collateral Trustee otherwise qualifies as a protected purchaser). During the continuance of an Event a Parity Lien Debt Default but subject to the terms of Defaultthe Intercreditor Agreement, the Subordinated Noteholder Representative, subject to its compliance with applicable federal and state securities laws and the prior rights of the Senior Agent, Collateral Trustee shall have the right, at any time in its discretion and without notice, to transfer to or to register in the name of the Subordinated Noteholder Representative Collateral Trustee or any of its nominees any or all of the Pledged Securities, subject only to the revocable rights specified in Section 6.035.02(b). In additionaddition subject to the terms of the Intercreditor Agreement, during the continuance of an Event of a Parity Lien Debt Default, the Subordinated Noteholder Representative Collateral Trustee shall have the right at any time to exchange certificates or instruments representing or evidencing Pledged Securities for certificates or instruments of smaller or larger denominations.