Common use of Transfers and Other Liens; Additional Investments Clause in Contracts

Transfers and Other Liens; Additional Investments. (a) Except as may be expressly permitted by the terms of the Loan Agreement, Debtor shall not grant any option with respect to, exchange, sell or otherwise dispose of any of the Collateral or create or permit to exist any Lien upon or with respect to any of the Collateral except for the Liens created hereby. (b) Debtor agrees that it will (i) cause each issuer of any of the Pledged Collateral not to issue any Capital Stock, notes or other securities or instruments in addition to or in substitution for any of the Pledged Collateral, except, with the written consent of Secured Party, to Debtor, (ii) pledge hereunder, immediately upon its acquisition (directly or indirectly) thereof, any and all such Capital Stock, notes or other securities or instruments, and (iii) promptly (and in any event within three Business Days) deliver to Secured Party an Amendment, duly executed by Debtor, in substantially the form of Exhibit D (an "Amendment"), in respect of such Capital Stock, notes or other securities or instruments, together with all certificates, notes or other securities or instruments representing or evidencing the same. Debtor hereby (i) authorizes Secured Party to attach each Amendment to this Agreement, (ii) agrees that all such Capital Stock, notes or other securities or instruments listed on any Amendment delivered to Secured Party shall for all purposes hereunder constitute Pledged Collateral, and (iii) is deemed to have made, upon such delivery, the representations and warranties contained in Article III with respect to such Pledged Collateral.

Transfers and Other Liens; Additional Investments. (a) Except as may be expressly permitted by the terms of the Loan Restated Lease Agreement, Debtor shall not grant any option with respect to, exchange, sell or otherwise dispose of any of the Collateral or create or permit to exist any Lien upon or with respect to any of the Collateral except for the Liens created herebyhereby and Permitted Encumbrances which are, in accordance with the Restated Lease Agreement, permitted to attach to such Collateral. (b) Debtor agrees that it will (i) cause each issuer of any of the Pledged Collateral its U.S. Subsidiaries not to issue any Capital Stock, notes or other securities or instruments in addition to or in substitution for any of the Pledged CollateralShares, exceptexcept (A) with prior written notice to Secured Party, to Debtor or (B) with the written consent of Secured Party, to any Person other than Debtor, (ii) pledge hereunder, immediately upon its acquisition (directly or indirectly) thereof, any and all such Capital Stock, notes or other securities or instruments, issued to Debtor or received in addition to or substituted for any of the Pledged Collateral, and (iii) promptly (and in any event within three Business Days) deliver to Secured Party an Amendment, duly executed by Debtor, in substantially the form of Exhibit D (an "Amendment"), in respect of such Capital Stock, notes or other securities or instruments, together with and deliver all certificates, notes or other securities or instruments representing or evidencing the samesame to Secured Party. Debtor hereby (i1) authorizes Secured Party to attach each Amendment to this Agreement, and (ii2) agrees that all such Capital Stock, notes or other securities or instruments listed on any Amendment delivered to Secured Party shall for all purposes hereunder constitute Pledged Collateral, and (iii) is deemed to have made, upon such delivery, the representations and warranties contained in Article III with respect to such Pledged Collateral.

Transfers and Other Liens; Additional Investments. (a) Except as may be expressly permitted by the terms of the Loan Restated Lease Agreement, Debtor shall not grant any option with respect to, exchange, sell or otherwise dispose of any of the Collateral or create or permit to exist any Lien upon or with respect to any of the Collateral except for the Liens created herebyhereby and Permitted Encumbrances. (b) Debtor agrees that it will (i) cause each issuer of any of the Pledged Collateral Entities not to issue any Capital Stock, notes or other securities or instruments in addition to or in substitution for any of the Pledged CollateralShares, exceptexcept (A) with prior written notice to Secured Party, to Debtor or (B) with the written consent of Secured Party, to any Person other than Debtor, (ii) pledge hereunder, immediately upon its acquisition (directly or indirectly) thereof, any and all such Capital Stock, notes or other securities or instruments, and (iii) promptly (and in any event within three Business Days) deliver to Secured Party an Amendment, duly executed by Debtor, in substantially the form of Exhibit D A (an "Amendment"), in respect of such Capital Stock, notes or other securities or instruments, together with all certificates, notes or other securities or instruments representing or evidencing the same. Debtor hereby (i1) authorizes Secured Party to attach each Amendment to this Agreement, (ii2) agrees that all such Capital Stock, notes or other securities or instruments listed on any Amendment delivered to Secured Party shall for all purposes hereunder constitute Pledged CollateralShares, and (iii3) is deemed to have made, upon such delivery, the representations and warranties contained in Article III 3 with respect to such Pledged CollateralShares.

Transfers and Other Liens; Additional Investments. (a) Except as may be expressly permitted by the terms of the Loan Credit Agreement, Debtor shall not grant any option with respect to, exchange, sell or otherwise dispose of any of the Collateral or create or permit to exist any Lien upon or with respect to any of the Collateral except for the Liens created hereby. (b) Debtor agrees that it will (i) cause each issuer of any of the Pledged Collateral not to issue any Capital Stock, notes or other securities or instruments in addition to or in substitution for any of the Pledged Collateral, except, with the written consent of Secured Party, to Debtor, (ii) pledge hereunder, immediately upon its acquisition (directly or indirectly) thereof, any and all such Capital Stock, notes or other securities or instruments, and (iii) promptly (and in any event within three Business Days) deliver to Secured Party an Amendment, duly executed by Debtor, in substantially the form of Exhibit D A (an "Amendment"), in respect of such Capital Stock, notes or other --------- --------- securities or instruments, together with all certificates, notes or other securities or instruments representing or evidencing the same. Debtor hereby (iA) authorizes Secured Party to attach each Amendment to this Agreement, (iiB) agrees that all such Capital Stock, notes or other securities or instruments listed on any Amendment delivered to Secured Party shall for all purposes hereunder constitute Pledged Collateral, and (iii) is deemed to have made, upon such delivery, the representations and warranties contained in Article III with ----------- respect to such Pledged Collateral.

Transfers and Other Liens; Additional Investments. (a) Except as may be expressly permitted by the terms of the Loan Credit Agreement, Debtor shall not grant any option with respect to, exchange, sell or otherwise dispose of any of the Collateral or create or permit to exist any Lien upon or with respect to any of the Collateral except for the Liens created herebyhereby and Permitted Liens. (b) Debtor agrees that it will (i) cause each issuer of any of the Pledged Collateral Borrower not to issue any Capital Stock, notes or other securities or instruments in addition to or in substitution for any of the Pledged CollateralShares, exceptexcept (A) with prior written notice to Secured Party, to Debtor or (B) with the written consent of Secured Party, to any Person other than Debtor, (ii) pledge hereunder, immediately upon its acquisition (directly or indirectly) thereof, any and all such Capital Stock, notes or other securities or instruments, and (iii) promptly (and in any event within three Business Days) deliver to Secured Party an Amendment, duly executed by Debtor, in substantially the form of Exhibit D A (an "Amendment"), in respect of such Capital Stock, notes or other securities or instruments, together with all certificates, notes or other securities or instruments representing or evidencing the same. Debtor hereby (i1) authorizes Secured Party to attach each Amendment to this Agreement, (ii2) agrees that all such Capital Stock, notes or other securities or instruments listed on any Amendment delivered to Secured Party shall for all purposes hereunder constitute Pledged CollateralShares, and (iii3) is deemed to have made, upon such delivery, the representations and warranties contained in Article III 3 with respect to such Pledged CollateralShares.

Transfers and Other Liens; Additional Investments. (a) Except as may be expressly permitted by the terms of the Loan Credit Agreement, Debtor shall not grant any option with respect to, exchange, sell or otherwise dispose of any of the Collateral or create or permit to exist any Lien upon or with respect to any of the Collateral except for the Liens created hereby. (b) Debtor agrees that it will (i) cause each issuer of any of the Pledged Collateral not to issue any Capital Stockshares of stock, notes or other securities or instruments in addition to or in substitution for any of the Pledged Collateral, except, with the written consent of Secured Party, to Debtor, (ii) pledge hereunder, immediately upon its acquisition (directly or indirectly) thereof, any and all such Capital Stockshares of stock, membership interests, partnership interests, notes or other securities or instruments, and (iii) promptly (and in any event within three Business Days) deliver to Secured Party an Amendment, duly executed by Debtor, in substantially the form of Exhibit D A hereto (an "Amendment"), in respect of such Capital Stockshares of stock, membership interests, partnership interests, notes or other securities or instruments, together with all certificates, notes or other securities or instruments representing or evidencing the same. Debtor hereby (i) authorizes Secured Party to attach each Amendment to this Agreement, (ii) agrees that all such Capital Stockshares of stock, membership interests, partnership interests, notes or other securities or instruments listed on any Amendment delivered to Secured Party shall for all purposes hereunder constitute Pledged Collateral, and (iii) is deemed to have made, upon such delivery, the representations and warranties contained in Article III with respect to such Pledged Collateral.

Transfers and Other Liens; Additional Investments. (a) Except as may be expressly permitted by the terms of the Loan Credit Agreement, Debtor shall not grant any option with respect to, exchange, sell or otherwise dispose of any of the Collateral or create or permit to exist any Lien upon or with respect to any of the Collateral except for the Liens created herebyhereby and Permitted Liens. (b) Debtor agrees that it will (i) cause each issuer of any of the Pledged Collateral Shares not to issue any Capital Stock, notes or other securities or instruments in addition to or in substitution for any of the Pledged CollateralShares, except, (A) as required by Section 8.17 of the Credit Agreement or (B) otherwise with the prior written consent of Secured Party, to Debtor, ; (ii) pledge hereunder, immediately upon its acquisition (directly or indirectly) thereof, any and all such Capital StockStock (but in any event not more than 66% of the Capital Stock of any Foreign Subsidiary), notes or other securities or instruments, and (iii) promptly (and in any event within three Business Days) deliver to Secured Party an Amendment, duly executed by Debtor, in substantially the form of Exhibit D A (an "Amendment"), in respect of such Capital Stock, notes or other securities or instruments, together with all certificates, notes or other securities or instruments representing or evidencing the same. Debtor hereby (i1) authorizes Secured Party to attach each Amendment to this Agreement, (ii2) agrees that all such Capital Stock, notes or other securities or instruments listed on any Amendment delivered to Secured Party shall for all purposes hereunder constitute Pledged CollateralShares, and (iii3) is deemed to have made, upon such delivery, the representations and warranties contained in Article III 3 with respect to such Pledged CollateralShares.

Transfers and Other Liens; Additional Investments. (a) Except as may be expressly permitted by the terms of the Loan Credit Agreement, Debtor shall not grant any option with respect to, exchange, sell or otherwise dispose of any of the Collateral or create or permit to exist any Lien upon or with respect to any of the Collateral except for the Liens created hereby. (b) Debtor agrees that it will (i) cause each issuer of any of the Pledged Collateral not to issue any Capital Stock, notes or other securities or instruments in addition to or in substitution for any of the Pledged Collateral, except, with the written consent of Secured Party, to Debtor, (ii) pledge hereunder, immediately upon its acquisition (directly or indirectly) thereof, any and all such Capital Stock, notes or other securities or instruments, and (iii) promptly (and in any event within three Business Days) deliver to Secured Party an Amendment, duly executed by Debtor, in substantially the form of Exhibit D (an "Amendment"), in respect of such Capital Stock, notes or other securities or instruments, together with all certificates, notes or other securities or instruments representing or evidencing the same. Debtor hereby (i) authorizes Secured Party to attach each Amendment to this Agreement, (ii) agrees that all such Capital Stock, notes or other securities or instruments listed on any Amendment delivered to Secured Party shall for all purposes hereunder constitute Pledged Collateral, and (iii) is deemed to have made, upon such delivery, the representations and warranties contained in Article III with respect to such Pledged Collateral.

Transfers and Other Liens; Additional Investments. (a) Except as may be expressly permitted by the terms of the Loan Credit Agreement, Debtor shall not grant any option with respect to, exchange, sell or otherwise dispose of any of the Collateral or create or permit to exist any Lien upon or with respect to any of the Collateral except for the Liens created herebyhereby and Permitted Liens. (b) Debtor agrees that it will (i) cause each issuer of any of the Pledged Collateral its U.S. Subsidiaries not to issue any Capital Stock, notes or other securities or instruments in addition to or in substitution for any of the Pledged CollateralShares, exceptexcept (A) with prior written notice to Secured Party, to Debtor or (B) with the written consent of Secured Party, to any Person other than Debtor, (ii) pledge hereunder, immediately upon its acquisition (directly or indirectly) thereof, any and all such Capital Stock, notes or other securities or instrumentsinstruments issued to Debtor or received in addition to or substituted for any of the Pledged Collateral, and (iii) promptly (and in any event within three Business Days) deliver to Secured Party an Amendment, duly executed by Debtor, in substantially the form of Exhibit D (an "Amendment"), in respect of such Capital Stock, notes or other securities or instruments, together with all certificates, notes or other securities or instruments representing or evidencing the same. Debtor hereby (i1) authorizes Secured Party to attach each Amendment to this Agreement, and (ii2) agrees that all such Capital Stock, notes or other securities or instruments listed on any Amendment delivered to Secured Party shall for all purposes hereunder constitute Pledged Collateral, and (iii) is deemed to have made, upon such delivery, the representations and warranties contained in Article III with respect to such Pledged Collateral.

Transfers and Other Liens; Additional Investments. (a) Except as may be expressly permitted by the terms of the Loan Credit Agreement, Debtor shall not grant any option with respect to, exchange, sell or otherwise dispose of any of the Collateral or create or permit to exist any Lien upon or with respect to any of the Collateral except for the Liens created hereby. (b) Debtor agrees that it will (i) cause each issuer of any of the Pledged Collateral not to issue any Capital Stock, notes or other securities or instruments in addition to or in substitution for any of the Pledged Collateral, except, with the written consent of Secured Party, to Debtor, (ii) pledge hereunder, immediately upon its acquisition (directly or indirectly) thereof, any and all such Capital Stock, notes or other securities or instruments, and (iii) promptly (and in any event within three Business Days) deliver to Secured Party an Amendment, duly executed by Debtor, in substantially the form of Exhibit D A (an "Amendment"), in respect of such Capital Stock, notes or other securities or instruments, together with all certificates, notes or other securities or instruments representing or evidencing the same. Debtor hereby (iA) authorizes Secured Party to attach each Amendment to this Agreement, (iiB) agrees that all such Capital Stock, notes or other securities or instruments listed on any Amendment delivered to Secured Party shall for all purposes hereunder constitute Pledged Collateral, and (iii) is deemed to have made, upon such delivery, the representations and warranties contained in Article III with respect to such Pledged Collateral.