Common use of Unlimited Liability Companies Clause in Contracts

Unlimited Liability Companies. Notwithstanding any provisions to the contrary contained in this Agreement, any other Loan Document or any other document or agreement among all or some of the parties hereto, with regard to any Collateral which is shares or membership interests in an unlimited company, unlimited liability company or unlimited liability corporation incorporated or otherwise formed under the laws of the Province of Nova Scotia or any other applicable province of Canada (the “Pledged ULC Shares”), any Credit Party who has granted a security interest in Pledged ULC Shares or any Credit Party that is as of the date of this Agreement a sole registered or beneficial owner of Pledged ULC Shares will remain so until such time as such Pledged ULC Shares are fully and effectively transferred into the name of Agent, any of the Lenders or other Secured Parties, or any other Person on the books and records of such unlimited company, unlimited liability company or unlimited liability corporation (“ULC”). Nothing in this Agreement, any other Loan Document or any other document or agreement among all or some of the parties hereto is intended to or shall constitute Agent, any of the Lenders or other Secured Parties or any Person other than such Credit Party to be a member or shareholder of any ULC for the purposes of the Companies Act (Nova Scotia) or other Applicable Law until such time as written notice is given to such Credit Party and all further steps are taken so as to register the Agent, a Lender, a Secured Party or another Person as holder of the Pledged ULC Shares on the books of the ULC. The granting of the security interest pursuant to this Agreement or any other Loan Document is not intended to make Agent, or any of the Lenders or other Secured Parties, a successor to such Credit Party as a member or shareholder of any ULC, and neither Agent nor any of the Lenders or other Secured Parties any of their respective successors or assigns hereunder shall be deemed to become a member or shareholder of any ULC by accepting this Agreement or any other Loan Document or exercising any right granted herein or therein unless and until such time, if any, when Agent, any of the Lenders or other Secured Parties or any successor or assign thereof expressly becomes a registered member or shareholder of such ULC. Such Credit Party shall be entitled to receive and retain for its own account any dividends or other distributions, if any, in respect of the Collateral which is Pledged ULC Shares (subject to any security interest which such Credit Party has granted in such dividend or other distribution) and shall have the right to vote such Pledged ULC Shares and to control the direction, management and policies of the ULC issuing such Pledged ULC Shares to the same extent as such Credit Party would if such Pledged ULC Shares were not the subject of a Lien granted to Agent, any of the Lenders or other Secured Parties, or to any other Person pursuant hereto or pursuant to any other Loan Document. To the extent any provision hereof or any other Loan Document would otherwise have the effect of constituting Agent, any of the Lenders or any Person other than an Credit Party as a member or shareholder of any ULC prior to such time as written notice is delivered to such Credit Party and the ULC Shares held by such Credit Party are registered in the name of the Agent, such provision shall be severed herefrom and be ineffective with respect to the relevant Pledged ULC Shares without otherwise invalidating or rendering unenforceable this Agreement or such other Loan Document or invalidating or rendering unenforceable such provision insofar as it relates to Collateral other than Pledged ULC Shares. Notwithstanding anything herein or in any other Loan Document to the contrary neither Agent, the Lenders nor any of the Secured Parties nor any of their respective successors or assigns shall be deemed to have assumed or otherwise become liable for any debts or obligations of any ULC. Except upon the exercise by Agent, any of the Lenders or other Persons of rights to sell or otherwise dispose of Pledged ULC Shares or other remedies following the occurrence and during the continuance of an Event of Default, and upon notice to the Credit Party which has not been rescinded, such Credit Party shall not cause or permit, or enable any ULC in which it holds Pledged ULC Shares to cause or permit, Agent or any of the Lenders or other Secured Parties to: (i) be registered as member or shareholder of such ULC; (ii) have any notation entered in its favor in the share register of such ULC; (iii) be held out as member or shareholder of such ULC; (iv) receive, directly or indirectly, any dividends, property or other distributions from such ULC by reason of Agent, any of the Lenders or other Secured Parties or any other Person holding a security interest in the Pledged ULC Shares; or (v) act as a member or shareholder of such ULC, or exercise any rights of a member or shareholder of such ULC, including the right to attend a meeting of such ULC or vote the shares of such ULC.

Unlimited Liability Companies. Notwithstanding Any Debtor that controls any provisions to interest (for the contrary contained purposes of this Section 3.4(b), “ULC Interests”) in this Agreement, any other Loan Document or any other document or agreement among all or some of the parties hereto, with regard to any Collateral which is shares or membership interests in an unlimited company, unlimited liability company or unlimited liability corporation incorporated or otherwise formed under (for the laws purposes of the Province of Nova Scotia or any other applicable province of Canada (the “Pledged ULC Shares”this Section 3.4(b), any Credit Party who has granted a security interest in Pledged ULC Shares or any Credit Party that is “ULC”) pledged hereunder shall remain registered as of the date of this Agreement a sole registered or and beneficial owner of Pledged the ULC Shares Interests and will remain so as registered and beneficial owner until such time as such Pledged the ULC Shares Interests are fully and effectively transferred into the name of Agent, any of the Lenders or other Secured Parties, Canadian Agent or any other Person person on the books and records of such unlimited company, unlimited liability company or unlimited liability corporation (“the ULC”). Nothing in this Agreement, any other Loan Document or any other document or agreement among all or some of the parties hereto Agreement is intended to or shall constitute Agent, any of the Lenders or other Secured Parties Canadian Agent or any Person person other than the ULC a shareholder or member of such Credit Party to be a member or shareholder of any ULC for the purposes of the Companies Act (Nova Scotia) or other Applicable Law until such time as written notice is given to such Credit Party the ULC and all further steps are taken thereunder so as to register the Agent, a Lender, a Secured Party or another Person as holder of the Pledged ULC Shares on the books of the ULC. The granting of the security interest pursuant to this Agreement Canadian Agent or any other Loan Document is not intended to make Agent, or any of person as the Lenders or other Secured Parties, a successor to such Credit Party as a member or shareholder of any ULC, and neither Agent nor any of the Lenders or other Secured Parties any of their respective successors or assigns hereunder shall be deemed to become a member or shareholder of any ULC by accepting this Agreement or any other Loan Document or exercising any right granted herein or therein unless and until such time, if any, when Agent, any of the Lenders or other Secured Parties or any successor or assign thereof expressly becomes a registered member or shareholder holder of such ULC. Such Credit Party shall be entitled to receive and retain for its own account any dividends or other distributions, if any, in respect of the Collateral which is Pledged ULC Shares (subject to any security interest which such Credit Party has granted in such dividend or other distribution) and shall have the right to vote such Pledged ULC Shares and to control the direction, management and policies of the ULC issuing such Pledged ULC Shares to the same extent as such Credit Party would if such Pledged ULC Shares were not the subject of a Lien granted to Agent, any of the Lenders or other Secured Parties, or to any other Person pursuant hereto or pursuant to any other Loan DocumentInterests. To the extent any provision hereof or any other Loan Document would otherwise have the effect of constituting Agent, any of the Lenders Canadian Agent or any Person other than an Credit Party person as a shareholder or member or shareholder of any ULC an unlimited liability company prior to such time as written notice is delivered to such Credit Party and the ULC Shares held by such Credit Party are registered in the name of the Agenttime, such provision shall be severed herefrom therefrom and be ineffective with respect to the relevant Pledged ULC Shares Interests without otherwise invalidating or rendering unenforceable this Agreement or such other Loan Document or invalidating or rendering unenforceable such provision insofar as it relates to Collateral other than Pledged Shares which are not ULC Shares. Notwithstanding anything herein or in any other Loan Document to the contrary neither Agent, the Lenders nor any of the Secured Parties nor any of their respective successors or assigns shall be deemed to have assumed or otherwise become liable for any debts or obligations of any ULCInterests. Except upon the exercise by Agent, any of the Lenders or other Persons of rights to sell or otherwise dispose of Pledged ULC Shares or other remedies Interests following the occurrence and during the continuance of a Default or an Event of DefaultDefault hereunder, and upon notice to the Credit Party which has not been rescinded, such Credit Party Debtor shall not cause or permit, or enable any ULC in which it holds Pledged ULC Shares Interests to cause or permit, the Canadian Agent or any of the Lenders or other Secured Parties to: (ia) be registered as member shareholders or shareholder members of such ULC; (iib) have any notation entered in its favor their favour in the share register of such ULC; (iiic) be held out as member shareholders or shareholder members of such ULC; (ivd) receive, directly or indirectly, any dividends, property or other distributions from such ULC by reason of Agent, any of the Lenders or other Secured Parties or any other Person Canadian Agent holding a security interest in the Pledged ULC Sharessuch ULC; or (ve) to act as a shareholder or member or shareholder of such ULC, or exercise any rights of a shareholder or member or shareholder of such ULC, including the right to attend a meeting of such ULC of, or to vote the shares of of, such ULC.

Unlimited Liability Companies. Notwithstanding the grant of security interest made by a Borrower in favour of Bank of all of its Shares, for any provisions to interest (for the contrary contained purposes of this Section 4.5, “ULC Interests”) that such Borrower controls in this Agreement, any other Loan Document or any other document or agreement among all or some of the parties hereto, with regard to any Collateral which is shares or membership interests in an unlimited company, unlimited liability company or unlimited liability corporation incorporated or otherwise formed under (for the laws of the Province of Nova Scotia or any other applicable province of Canada (the “Pledged ULC Shares”), any Credit Party who has granted a security interest in Pledged ULC Shares or any Credit Party that is as of the date purposes of this Agreement Section 4.5, a “ULC”) pledged hereunder, such Borrower shall remain registered as the sole registered or and beneficial owner of Pledged such ULC Shares Interests and will remain so as registered and beneficial owner until such time as such Pledged ULC Shares Interests are fully and effectively transferred into the name of Agent, any of the Lenders or other Secured Parties, Bank or any other Person on the books and records of such unlimited company, unlimited liability company or unlimited liability corporation (“ULC”). Nothing in this Agreement, any other Loan Document or any other document or agreement among all or some of the parties hereto Agreement is intended to or shall constitute Agent, any of the Lenders or other Secured Parties Bank or any Person other than such Credit Party to be as a shareholder or member or shareholder of any ULC for the purposes of the Companies Act (Nova Scotia) or other Applicable Law until such time as written notice is given to such Credit Party ULC and all further steps are taken thereunder so as to register the Agent, a Lender, a Secured Party Bank or another any other Person as the holder of the Pledged ULC Shares on the books of the ULC. The granting of the security interest pursuant to this Agreement or any other Loan Document is not intended to make Agent, or any of the Lenders or other Secured Parties, a successor to such Credit Party as a member or shareholder of any ULC, and neither Agent nor any of the Lenders or other Secured Parties any of their respective successors or assigns hereunder shall be deemed to become a member or shareholder of any ULC by accepting this Agreement or any other Loan Document or exercising any right granted herein or therein unless and until such time, if any, when Agent, any of the Lenders or other Secured Parties or any successor or assign thereof expressly becomes a registered member or shareholder Interests of such ULC. Such Credit Party shall be entitled to receive and retain for its own account any dividends or other distributions, if any, in respect of the Collateral which is Pledged ULC Shares (subject to any security interest which such Credit Party has granted in such dividend or other distribution) and shall have the right to vote such Pledged ULC Shares and to control the direction, management and policies of the ULC issuing such Pledged ULC Shares to the same extent as such Credit Party would if such Pledged ULC Shares were not the subject of a Lien granted to Agent, any of the Lenders or other Secured Parties, or to any other Person pursuant hereto or pursuant to any other Loan Document. To the extent any provision hereof or any other Loan Document would otherwise have the effect of constituting Agent, any of the Lenders Bank or any other Person other than an Credit Party as a shareholder or member or shareholder of any a ULC prior to such time as written notice is delivered to such Credit Party and the ULC Shares held by such Credit Party are registered in the name of the Agenttime, such provision shall be severed herefrom therefrom and be ineffective with respect to the relevant Pledged ULC Shares Interests of such ULC without otherwise invalidating or rendering unenforceable this Agreement or such other Loan Document or invalidating or rendering unenforceable such provision insofar as it relates to Collateral other than Pledged Shares which are not ULC Shares. Notwithstanding anything herein or in any other Loan Document to the contrary neither Agent, the Lenders nor any of the Secured Parties nor any of their respective successors or assigns shall be deemed to have assumed or otherwise become liable for any debts or obligations of any ULCInterests. Except upon the exercise by Agent, any of the Lenders or other Persons of rights to sell or otherwise dispose of Pledged ULC Shares or other remedies Interests following the occurrence and during the continuance of an Event of DefaultDefault hereunder, and upon notice to the Credit Party which has not been rescinded, such Credit Party no Borrower shall not cause or permit, or enable any ULC in which it holds Pledged ULC Shares Interests to cause or permit, Agent or any of the Lenders or other Secured Parties Bank to: (ia) be registered as member shareholders or shareholder members of such ULC; (iib) have any notation entered in its favor favour in the share register of such ULC; (iiic) be held out as a shareholder or member or shareholder of such ULC; (ivd) receive, directly or indirectly, any dividends, property or other distributions from such ULC by reason of Agent, any of the Lenders or other Secured Parties or any other Person Bank holding a security interest in the Pledged ULC Sharessuch ULC; or (ve) act as a shareholder or member or shareholder of such ULC, or exercise any rights of a shareholder or member or shareholder of such ULC, ULC including the right to attend a meeting of such ULC of, or to vote the shares of of, such ULC.

Unlimited Liability Companies. Notwithstanding If the Borrower controls at any provisions to the contrary contained in this Agreement, time any other Loan Document or any other document or agreement among all or some of the parties hereto, with regard to any Collateral which is shares or membership interests in an unlimited company, unlimited liability company or unlimited liability corporation incorporated or otherwise formed under the laws of the Province of Nova Scotia or any other applicable province of Canada (the “Pledged ULC Shares”)Stock, any Credit Party who has granted a security interest in Pledged ULC Shares or any Credit Party that is the Borrower shall remain registered as of the date of this Agreement a sole registered or and beneficial owner of the Pledged ULC Shares Stock and will remain so as registered and beneficial owner until such time as such the Pledged ULC Shares Stock are fully and effectively transferred into the name of Agent, any of the Lenders or other Secured Parties, Lender or any other Person person on the books and records of such unlimited company, unlimited liability company or unlimited liability corporation (“the ULC”). Nothing in this Agreement, any other Loan Document or any other document or agreement among all or some of the parties hereto Agreement is intended to or shall constitute Agent, any of the Lenders or other Secured Parties Lender or any Person other than the ULC a shareholder or member of such Credit Party to be a member or shareholder of any ULC for the purposes of the Companies Act (Nova Scotia) or other Applicable Law until such time as written notice is given to such Credit Party the ULC and all further steps are taken hereunder so as to register the Agent, a Lender, a Secured Party or another Person as holder of the Pledged ULC Shares on the books of the ULC. The granting of the security interest pursuant to this Agreement Lender or any other Loan Document is not intended to make Agent, or any Person as the holder of the Lenders or other Secured Parties, a successor to such Credit Party as a member or shareholder of any ULC, and neither Agent nor any of the Lenders or other Secured Parties any of their respective successors or assigns hereunder shall be deemed to become a member or shareholder of any ULC by accepting this Agreement or any other Loan Document or exercising any right granted herein or therein unless and until such time, if any, when Agent, any of the Lenders or other Secured Parties or any successor or assign thereof expressly becomes a registered member or shareholder of such ULC. Such Credit Party shall be entitled to receive and retain for its own account any dividends or other distributions, if any, in respect of the Collateral which is Pledged ULC Shares (subject to any security interest which such Credit Party has granted in such dividend or other distribution) and shall have the right to vote such Pledged ULC Shares and to control the direction, management and policies of the ULC issuing such Pledged ULC Shares to the same extent as such Credit Party would if such Pledged ULC Shares were not the subject of a Lien granted to Agent, any of the Lenders or other Secured Parties, or to any other Person pursuant hereto or pursuant to any other Loan DocumentStock. To the extent any provision hereof or any other Loan Document would otherwise have the effect of constituting Agent, any of the Lenders Lender or any other Person other than an Credit Party as a shareholder or member or shareholder of any a ULC prior to such time as written notice is delivered to such Credit Party and the ULC Shares held by such Credit Party are registered in the name of the Agenttime, such provision shall be severed herefrom therefrom and be ineffective with respect to the relevant Pledged ULC Shares Stock without otherwise invalidating or rendering unenforceable this Agreement or such other Loan Document or invalidating or rendering unenforceable such provision insofar as it relates to Collateral other than Pledged Equity Interests which are not Pledged ULC Shares. Notwithstanding anything herein or in any other Loan Document to the contrary neither Agent, the Lenders nor any of the Secured Parties nor any of their respective successors or assigns shall be deemed to have assumed or otherwise become liable for any debts or obligations of any ULCStock. Except upon the exercise by Agent, any of the Lenders or other Persons of rights to sell or otherwise dispose of Pledged ULC Shares or other remedies Stock following the occurrence and during the continuance of a Default or an Event of DefaultDefault hereunder, and upon notice to the Credit Party which has not been rescinded, such Credit Party Borrower shall not cause or permit, or enable any ULC in which it holds Pledged ULC Shares Stock to cause or permit, Agent or any of the Lenders or other Secured Parties Lender to: (ia) be registered as member shareholders or shareholder members of such ULC; (iib) have any notation entered in its favor their favour in the share register of such ULC; (iiic) be held out as member shareholders or shareholder members of such ULC; (ivd) receive, directly or indirectly, any dividends, property or other distributions from such ULC by reason of Agent, any of the Lenders or other Secured Parties or any other Person Lender holding a security interest in the Pledged ULC Sharessuch ULC; or (ve) to act as a shareholder or member or shareholder of such ULC, or exercise any rights of a shareholder or member or shareholder of such ULC, including the right to attend a meeting of such ULC of, or to vote the shares of of, such ULC.

Unlimited Liability Companies. Notwithstanding any provisions to the contrary contained grant of security interest made by the Grantors in this Agreementfavour of the Administrative Agent, its successor and assigns, for the rateable benefit of the Secured Parties, of all of its Pledged Stock, any other Loan Document or Grantor that controls any other document or agreement among all or some interest (for the purposes of the parties heretothis Section 2.05, with regard to “ULC Interests”) in any Collateral which is shares or membership interests in an unlimited company, unlimited liability company or unlimited liability corporation incorporated or otherwise formed under (for the laws of the Province of Nova Scotia or any other applicable province of Canada (the “Pledged ULC Shares”), any Credit Party who has granted a security interest in Pledged ULC Shares or any Credit Party that is as of the date purposes of this Agreement Section 2.05, a “ULC”) pledged hereunder shall remain registered as the sole registered or and beneficial owner of Pledged such ULC Shares Interests and will remain so as registered and beneficial owner until such time as such Pledged ULC Shares Interests are fully and effectively transferred into the name of Agent, any of the Lenders or other Secured Parties, Administrative Agent or any other Person person on the books and records of such unlimited company, unlimited liability company or unlimited liability corporation (“ULC”). Nothing in this Agreement, any other Loan Document or any other document or agreement among all or some of the parties hereto Agreement is intended to or shall constitute Agent, any of the Lenders or other Secured Parties Administrative Agent or any Person other than such Credit Party to be person as a shareholder or member or shareholder of any ULC for the purposes of the Companies Act (Nova Scotia) or other Applicable Law until such time as written notice is given to such Credit Party ULC and all further steps are taken thereunder so as to register the Agent, a Lender, a Secured Party Administrative Agent or another Person any other person as the holder of the Pledged ULC Shares on the books of the ULC. The granting of the security interest pursuant to this Agreement or any other Loan Document is not intended to make Agent, or any of the Lenders or other Secured Parties, a successor to such Credit Party as a member or shareholder of any ULC, and neither Agent nor any of the Lenders or other Secured Parties any of their respective successors or assigns hereunder shall be deemed to become a member or shareholder of any ULC by accepting this Agreement or any other Loan Document or exercising any right granted herein or therein unless and until such time, if any, when Agent, any of the Lenders or other Secured Parties or any successor or assign thereof expressly becomes a registered member or shareholder Interests of such ULC. Such Credit Party shall be entitled to receive and retain for its own account any dividends or other distributions, if any, in respect of the Collateral which is Pledged ULC Shares (subject to any security interest which such Credit Party has granted in such dividend or other distribution) and shall have the right to vote such Pledged ULC Shares and to control the direction, management and policies of the ULC issuing such Pledged ULC Shares to the same extent as such Credit Party would if such Pledged ULC Shares were not the subject of a Lien granted to Agent, any of the Lenders or other Secured Parties, or to any other Person pursuant hereto or pursuant to any other Loan Document. To the extent any provision hereof or any other Loan Document would otherwise have the effect of constituting Agent, any of the Lenders Administrative Agent or any Person other than an Credit Party person as a shareholder or member or shareholder of any a ULC prior to such time as written notice is delivered to such Credit Party and the ULC Shares held by such Credit Party are registered in the name of the Agenttime, such provision shall be severed herefrom therefrom and be ineffective with respect to the relevant Pledged ULC Shares Interests of such ULC without otherwise invalidating or rendering unenforceable this Agreement or such other Loan Document or invalidating or rendering unenforceable such provision insofar as it relates to Collateral other than Pledged Stock which are not ULC Shares. Notwithstanding anything herein or in any other Loan Document to the contrary neither Agent, the Lenders nor any of the Secured Parties nor any of their respective successors or assigns shall be deemed to have assumed or otherwise become liable for any debts or obligations of any ULCInterests. Except upon the exercise by Agent, any of the Lenders or other Persons of rights to sell or otherwise dispose of Pledged ULC Shares or other remedies Interests following the occurrence and during the continuance of an Event of DefaultDefault hereunder, and upon notice to the Credit Party which has not been rescinded, such Credit Party no Grantor shall not cause or permit, or enable any ULC in which it holds Pledged ULC Shares Interests to cause or permit, the Administrative Agent or any of the Lenders or other Secured Parties to: (ia) be registered as member shareholders or shareholder members of such ULC; (iib) have any notation entered in its favor favour in the share register of such ULC; (iiic) be held out as a shareholder or member or shareholder of such ULC; (ivd) receive, directly or indirectly, any dividends, property or other distributions from such ULC by reason of Agent, any of the Lenders or other Secured Parties or any other Person Administrative Agent holding a security interest in the Pledged ULC Sharessuch ULC; or (ve) act as a shareholder or member or shareholder of such ULC, or exercise any rights of a shareholder or member or shareholder of such ULC, ULC including the right to attend a meeting of such ULC of, or to vote the shares of of, such ULC.

Unlimited Liability Companies. Notwithstanding Any Grantor that controls any provisions to interest (for the contrary contained purposes of this Section, "ULC Interests") in this Agreement, any other Loan Document or any other document or agreement among all or some of the parties hereto, with regard to any Collateral which is shares or membership interests in an unlimited company, unlimited liability company or unlimited liability corporation incorporated or otherwise formed under (for the laws of the Province of Nova Scotia or any other applicable province of Canada (the “Pledged ULC Shares”), any Credit Party who has granted a security interest in Pledged ULC Shares or any Credit Party that is as of the date purposes of this Agreement Section, a "ULC") pledged hereunder shall remain registered as the sole registered or and beneficial owner of Pledged the ULC Shares Interests and will remain so as registered and beneficial owner until such time as such Pledged the ULC Shares Interests are fully and effectively transferred into the name of Agent, any of the Lenders or other Secured Parties, Administrative Agent or any other Person person on the books and records of such unlimited company, unlimited liability company or unlimited liability corporation (“the ULC”). Nothing in this Agreement, any other Loan Document or any other document or agreement among all or some of the parties hereto Agreement is intended to or shall constitute Agent, any of the Lenders or other Secured Parties Administrative Agent or any Person person other than the ULC a shareholder or member of such Credit Party to be a member or shareholder of any ULC for the purposes of the Companies Act (Nova Scotia) or other Applicable Law until such time as written notice is given to such Credit Party the ULC and all further steps are taken thereunder so as to register the Agent, a Lender, a Secured Party or another Person as holder of the Pledged ULC Shares on the books of the ULC. The granting of the security interest pursuant to this Agreement Administrative Agent or any other Loan Document is not intended to make Agent, or any of person as the Lenders or other Secured Parties, a successor to such Credit Party as a member or shareholder of any ULC, and neither Agent nor any of the Lenders or other Secured Parties any of their respective successors or assigns hereunder shall be deemed to become a member or shareholder of any ULC by accepting this Agreement or any other Loan Document or exercising any right granted herein or therein unless and until such time, if any, when Agent, any of the Lenders or other Secured Parties or any successor or assign thereof expressly becomes a registered member or shareholder holder of such ULC. Such Credit Party shall be entitled to receive and retain for its own account any dividends or other distributions, if any, in respect of the Collateral which is Pledged ULC Shares (subject to any security interest which such Credit Party has granted in such dividend or other distribution) and shall have the right to vote such Pledged ULC Shares and to control the direction, management and policies of the ULC issuing such Pledged ULC Shares to the same extent as such Credit Party would if such Pledged ULC Shares were not the subject of a Lien granted to Agent, any of the Lenders or other Secured Parties, or to any other Person pursuant hereto or pursuant to any other Loan DocumentInterests. To the extent any provision hereof or any other Loan Document would otherwise have the effect of constituting Agent, any of the Lenders Administrative Agent or any Person other than an Credit Party person as a shareholder or member or shareholder of any ULC an unlimited liability company prior to such time as written notice is delivered to such Credit Party and the ULC Shares held by such Credit Party are registered in the name of the Agenttime, such provision shall be severed herefrom therefrom and be ineffective with respect to the relevant Pledged ULC Shares Interests without otherwise invalidating or rendering unenforceable this Agreement or such other Loan Document or invalidating or rendering unenforceable such provision insofar as it relates to Pledged Collateral other than Pledged which are not ULC Shares. Notwithstanding anything herein or in any other Loan Document to the contrary neither Agent, the Lenders nor any of the Secured Parties nor any of their respective successors or assigns shall be deemed to have assumed or otherwise become liable for any debts or obligations of any ULCInterests. Except upon the exercise by Agent, any of the Lenders or other Persons of rights to sell or otherwise dispose of Pledged ULC Shares or other remedies Interests following the occurrence and during the continuance of an Event of DefaultDefault hereunder, and upon notice to the Credit Party which has not been rescinded, such Credit Party each Grantor shall not cause or permit, or enable any ULC in which it holds Pledged ULC Shares Interests to cause or permit, the Administrative Agent or any of the Lenders or other Secured Parties to: (ia) be registered as member shareholders or shareholder members of such ULC; (iib) have any notation entered in its favor their favour in the share register of such ULC; (iiic) be held out as member shareholders or shareholder members of such ULC; (ivd) receive, directly or indirectly, any dividends, property or other distributions from such ULC by reason of Agent, any of the Lenders or other Secured Parties or any other Person Administrative Agent holding a security interest in the Pledged ULC Sharessuch ULC; or (ve) to act as a shareholder or member or shareholder of such ULC, or exercise any rights of a shareholder or member or shareholder of such ULC, including the right to attend a meeting of such ULC of, or to vote the shares of of, such ULC.

Unlimited Liability Companies. Notwithstanding any provisions to the contrary contained other provision in this Agreement, any other Loan Document Agreement or any other document or agreement among all or some of the parties hereto, with regard to the extent that any Collateral which Unlimited Liability Securities constitute Collateral, each Grantor thereof is shares or membership interests in an unlimited company, unlimited liability company or unlimited liability corporation incorporated or otherwise formed under the laws of the Province of Nova Scotia or any other applicable province of Canada (the “Pledged ULC Shares”), any Credit Party who has granted a security interest in Pledged ULC Shares or any Credit Party that is as of the date of this Agreement a sole registered or and beneficial owner holder of Pledged ULC Shares any such Unlimited Liability Securities and will remain so until such time as such Pledged ULC Shares Unlimited Liability Securities are fully and effectively transferred into the name of Agentthe Notes Collateral Trustee, any of the Lenders or other Secured Parties, Party or any other Person person on the books and records of the issuer of such unlimited companypledged Unlimited Liability Securities. Accordingly, unlimited liability company each such Grantor shall be entitled to receive and retain for its own account any dividends, property or unlimited liability corporation other distributions, if any, in respect of such Unlimited Liability Securities (“ULC”)except insofar as the Grantor has granted a security interest in such dividends, property or other distributions, and any shares which are Unlimited Liability Securities shall be delivered to the Notes Collateral Trustee to hold as Collateral hereunder) and shall have the right to vote such Unlimited Liability Securities and to control the direction, management and policies of the issuer of such Unlimited Liability Securities to the same extent as the Grantor would if such Unlimited Liability Securities were not pledged to the Notes Collateral Trustee pursuant hereto. Nothing in this Agreement, any other Loan Document Agreement or any other document or agreement among all or some of the parties hereto is intended to to, and nothing in this Agreement, or any other document or agreement among all or some of the parties hereto shall constitute AgentNotes Collateral Trustee nor any other Secured Party as a member, any of the Lenders shareholder or other Secured Parties or any Person other than such Credit Party to be a member or shareholder of any ULC equity holder for the purposes of the Companies Act (Nova Scotia) or other Applicable Law applicable legislation governing the formation of an Unlimited Company (“ULC Legislation”) or provide to them the right to obtain any other indicia of ownership of any Unlimited Company until such time as written notice is given to such Credit Party the Grantor and all further steps are taken thereunder so as to register the AgentNotes Collateral Trustee, a Lender, a Secured Party or another Person any other person as holder of Collateral which are Unlimited Liability Securities. No provision in this Agreement (except this Section 13) or actions taken by the Pledged ULC Shares on the books of the ULC. The granting of the security interest Notes Collateral Trustee pursuant to this Agreement which might provide or any other Loan Document is not intended to make Agent, or any of the Lenders or other Secured Parties, a successor to such Credit Party as a member or shareholder of any ULC, and neither Agent nor any of the Lenders or other Secured Parties any of their respective successors or assigns hereunder shall be deemed to become a member provide otherwise, in whole or shareholder of any ULC by accepting this Agreement or any other Loan Document or exercising any right granted herein or therein unless and until such timein part, if anyshall, when Agent, any without the express written consent of the Lenders or other Secured Parties or any successor or assign thereof expressly becomes a registered member or shareholder of such ULC. Such Credit Party shall be entitled to receive and retain for its own account any dividends or other distributionsNotes Collateral Trustee, if any, apply in respect of the Collateral which is Pledged ULC Shares (subject to any security interest which such Credit Party has granted in such dividend or other distribution) and shall have the right to vote such Pledged ULC Shares and to control the direction, management and policies of the ULC issuing such Pledged ULC Shares to the same extent as such Credit Party would if such Pledged ULC Shares were not the subject of a Lien granted to Agent, any of the Lenders or other Secured Parties, or to any other Person pursuant hereto or pursuant to any other Loan DocumentUnlimited Liability Securities. To the extent any provision hereof or of any other Loan Document document or agreement would otherwise have the effect of constituting Agentthe Notes Collateral Trustee, any other Secured Party, or any other person as a shareholder or member of an issuer of Unlimited Liability Securities for the purposes of the Lenders or any Person other than an Credit Party as a member or shareholder of any ULC Legislation prior to such time as written notice is delivered to such Credit Party and the ULC Shares held by such Credit Party are registered in the name of the Agenttime, such provision shall be severed herefrom or therefrom and be ineffective with respect to the relevant Pledged ULC Shares Collateral which are Unlimited Liability Securities without otherwise invalidating or rendering unenforceable this Agreement or such other Loan Document agreement or invalidating or rendering unenforceable such provision insofar as it relates to Collateral other than Pledged ULC Shareswhich is not Unlimited Liability Securities. Notwithstanding anything herein For the avoidance of doubt, and except as otherwise provided in the last sentence of this Section 13, no provision of this Agreement or in any other Loan Document actions taken by the Notes Collateral Trustee pursuant to the contrary neither Agentthis Agreement shall apply, the Lenders nor any of the Secured Parties nor any of their respective successors or assigns shall be deemed to have assumed apply, so as to cause the Notes Collateral Trustee or otherwise become liable for any debts or obligations of any ULC. Except upon the exercise by Agent, any of the Lenders or other Persons of rights Secured Party to sell or otherwise dispose of Pledged ULC Shares or other remedies following the occurrence and during the continuance of an Event of Defaultbe, and upon notice to the Credit Party which has not been rescinded, such Credit Notes Collateral Trustee and each other Secured Party shall not be or be deemed to be or entitled to, and no Grantor shall cause or permit, or enable any ULC in which it holds Pledged ULC Shares to cause or permit, Agent permit the Notes Collateral Trustee or any of the Lenders or other Secured Parties Party to: : (ia) be registered as a shareholder, member or shareholder other equity holder, or apply to be registered as a shareholder, member or other equity holder, of such ULC; any Unlimited Company; (iib) have any notation a notation, or request or assent to a notation, being entered in its favor in the share or equity register in respect of such ULC; Unlimited Liability Securities; (iiic) be held out out, or hold itself out, as a shareholder, member or shareholder other equity holder of such ULC; any Unlimited Company; (ivd) receive, directly or indirectly, any dividends, property or other distributions from such ULC Unlimited Company by reason of Agent, any of the Lenders or other Secured Parties Notes Collateral Trustee or any other Person Secured Party holding a security interest in the Pledged ULC Sharessuch Unlimited Company; or (e) act or (v) purport to act as a shareholder, member or shareholder other equity holder of such ULCany Unlimited Company, or obtain, exercise or attempt to exercise any rights of a shareholder, member or shareholder of such ULCother equity holder, including the right to attend a meeting of, or to vote any Unlimited Liability Securities or to be entitled to receive or receive any dividend, property or other distribution in respect of Unlimited Liability Securities. The foregoing limitation shall not restrict the Notes Collateral Trustee from exercising the rights which it is entitled to exercise hereunder in respect of any Unlimited Liability Securities constituting Collateral at any time that the Notes Collateral Trustee shall be entitled to realize on all or any portion of the Collateral and upon notice being given of the intention to realize upon such ULC or vote Collateral and in the shares course of exercising upon such ULCCollateral.

Unlimited Liability Companies. Notwithstanding any provisions to the contrary contained grant of security interest made by the Grantors in this Agreementfavor of the Administrative Agent, its successor and assigns, for the ratable benefit of the Secured Parties, of all of its Pledged Stock, any other Loan Document or Grantor that controls any other document or agreement among all or some interest (for the purposes of the parties heretothis Section 3.05, with regard to “ULC Interests”) in any Collateral which is shares or membership interests in an unlimited company, unlimited liability company or unlimited liability corporation incorporated or otherwise formed under (for the laws of the Province of Nova Scotia or any other applicable province of Canada (the “Pledged ULC Shares”), any Credit Party who has granted a security interest in Pledged ULC Shares or any Credit Party that is as of the date purposes of this Agreement Section 3.05, a “ULC”) pledged hereunder shall remain registered as the sole registered or and beneficial owner of Pledged such ULC Shares Interests and will remain so as registered and beneficial owner until such time as such Pledged ULC Shares Interests are fully and effectively transferred into the name of Agent, any of the Lenders or other Secured Parties, Administrative Agent or any other Person person on the books and records of such unlimited company, unlimited liability company or unlimited liability corporation (“ULC”). Nothing in this Agreement, any other Loan Document or any other document or agreement among all or some of the parties hereto Agreement is intended to or shall constitute Agent, any of the Lenders or other Secured Parties Administrative Agent or any Person other than such Credit Party to be person as a shareholder or member or shareholder of any ULC for the purposes of the Companies Act (Nova Scotia) or other Applicable Law until such time as written notice is given to such Credit Party ULC and all further steps are taken thereunder so as to register the Agent, a Lender, a Secured Party Administrative Agent or another Person any other person as the holder of the Pledged ULC Shares on the books of the ULC. The granting of the security interest pursuant to this Agreement or any other Loan Document is not intended to make Agent, or any of the Lenders or other Secured Parties, a successor to such Credit Party as a member or shareholder of any ULC, and neither Agent nor any of the Lenders or other Secured Parties any of their respective successors or assigns hereunder shall be deemed to become a member or shareholder of any ULC by accepting this Agreement or any other Loan Document or exercising any right granted herein or therein unless and until such time, if any, when Agent, any of the Lenders or other Secured Parties or any successor or assign thereof expressly becomes a registered member or shareholder Interests of such ULC. Such Credit Party shall be entitled to receive and retain for its own account any dividends or other distributions, if any, in respect of the Collateral which is Pledged ULC Shares (subject to any security interest which such Credit Party has granted in such dividend or other distribution) and shall have the right to vote such Pledged ULC Shares and to control the direction, management and policies of the ULC issuing such Pledged ULC Shares to the same extent as such Credit Party would if such Pledged ULC Shares were not the subject of a Lien granted to Agent, any of the Lenders or other Secured Parties, or to any other Person pursuant hereto or pursuant to any other Loan Document. To the extent any provision hereof or any other Loan Document would otherwise have the effect of constituting Agent, any of the Lenders Administrative Agent or any Person other than an Credit Party person as a shareholder or member or shareholder of any a ULC prior to such time as written notice is delivered to such Credit Party and the ULC Shares held by such Credit Party are registered in the name of the Agenttime, such provision shall be severed herefrom therefrom and be ineffective with respect to the relevant Pledged ULC Shares Interests of such ULC without otherwise invalidating or rendering unenforceable this Agreement or such other Loan Document or invalidating or rendering unenforceable such provision insofar as it relates to Collateral other than Pledged Stock which are not ULC Shares. Notwithstanding anything herein or in any other Loan Document to the contrary neither Agent, the Lenders nor any of the Secured Parties nor any of their respective successors or assigns shall be deemed to have assumed or otherwise become liable for any debts or obligations of any ULCInterests. Except upon the exercise by Agent, any of the Lenders or other Persons of rights to sell or otherwise dispose of Pledged ULC Shares or other remedies Interests following the occurrence and during the continuance of an Event of DefaultDefault hereunder, and upon notice to the Credit Party which has not been rescinded, such Credit Party no Grantor shall not cause or permit, or enable any ULC in which it holds Pledged ULC Shares Interests to cause or permit, the Administrative Agent or any of the Lenders or other Secured Parties to: (ia) be registered as member shareholders or shareholder members of such ULC; (iib) have any notation entered in its favor in the share register of such ULC; (iiic) be held out as a shareholder or member or shareholder of such ULC; (ivd) receive, directly or indirectly, any dividends, property or other distributions from such ULC by reason of Agent, any of the Lenders or other Secured Parties or any other Person Administrative Agent holding a security interest in the Pledged ULC Sharessuch ULC; or (ve) act as a shareholder or member or shareholder of such ULC, or exercise any rights of a shareholder or member or shareholder of such ULC, ULC including the right to attend a meeting of such ULC of, or to vote the shares of of, such ULC.

Unlimited Liability Companies. Notwithstanding any provisions to the contrary contained in this Agreement, any other Loan Document or any other document or agreement among all or some of the parties hereto, with regard to any Collateral which is consists of shares or membership interests in an unlimited company, unlimited liability company or unlimited liability corporation incorporated or otherwise formed under the laws of the Province of Nova Scotia or any other applicable province of Canada (the “Pledged ULC Shares”), any Credit Party who has granted a security interest in Pledged ULC Shares or any Credit Party that is as of the date of this Agreement a sole registered or beneficial owner of Pledged ULC Shares will remain so until such time as such Pledged ULC Shares are fully and effectively transferred into the name of Agent, any of the Lenders or other Secured Parties, or any other Person on the books and records of such unlimited company, unlimited liability company or unlimited liability corporation (“ULC”). Nothing in this Agreement, any other Loan Document or any other document or agreement among all or some of the parties hereto is intended to or shall constitute Agent, any of the Lenders or other Secured Parties or any Person other than such Credit Party to be a member or shareholder of any ULC for the purposes of the Companies Act (Nova Scotia) or other Applicable Law until such time as written notice is given to such Credit Party and all further steps are taken so as to register the Agent, a Lender, a Secured Party or another Person as holder of the Pledged ULC Shares on the books of the ULC. The granting of the security interest pursuant to this Agreement or any other Loan Document is not intended to make Agent, or any of the Lenders or other Secured Parties, a successor to such Credit Party as a member or shareholder of any ULC, and neither Agent nor any of the Lenders or other Secured Parties any of their respective successors or assigns hereunder shall be deemed to become a member or shareholder of any ULC by accepting this Agreement or any other Loan Document or exercising any right granted herein or therein unless and until such time, if any, when Agent, any of the Lenders or other Secured Parties or any successor or assign thereof expressly becomes a registered member or shareholder of such ULC. Such Credit Party shall be entitled to receive and retain for its own account any dividends or other distributions, if any, in respect of the Collateral which is Pledged ULC Shares (subject to any security interest which such Credit Party has granted in such dividend or other distribution) and shall have the right to vote such Pledged ULC Shares and to control the direction, management and policies of the ULC issuing such Pledged ULC Shares to the same extent as such Credit Party would if such Pledged ULC Shares were not the subject of a Lien granted to Agent, any of the Lenders or other Secured Parties, or to any other Person pursuant hereto or pursuant to any other Loan Document. To the extent any provision hereof or any other Loan Document would otherwise have the effect of constituting Agent, any of the Lenders or any Person other than an Credit Party as a member or shareholder of any ULC prior to such time as written notice is delivered to such Credit Party and the ULC Shares held by such Credit Party are registered in the name of the Agent, such provision shall be severed herefrom and be ineffective with respect to the relevant Pledged ULC Shares without otherwise invalidating or rendering unenforceable this Agreement or such other Loan Document or invalidating or rendering unenforceable such provision insofar as it relates to Collateral other than Pledged ULC Shares. Notwithstanding anything herein or in any other Loan Document to the contrary neither Agent, the Lenders nor any of the Secured Parties nor any of their respective successors or assigns shall be deemed to have assumed or otherwise become liable for any debts or obligations of any ULC. Except upon the exercise by Agent, any of the Lenders or other Persons of rights to sell or otherwise dispose of Pledged ULC Shares or other remedies following the occurrence and during the continuance of an Event of Default, and upon notice to the Credit Party which has not been rescinded, such Credit Party shall not cause or permit, or enable any ULC in which it holds Pledged ULC Shares to cause or permit, Agent or any of the Lenders or other Secured Parties to: (i) be registered as member or shareholder of such ULC; (ii) have any notation entered in its favor in the share register of such ULC; (iii) be held out as member or shareholder of such ULC; (iv) receive, directly or indirectly, any dividends, property or other distributions from such ULC by reason of Agent, any of the Lenders or other Secured Parties or any other Person holding a security interest in the Pledged ULC Shares; or (v) act as a member or shareholder of such ULC, or exercise any rights of a member or shareholder of such ULC, including the right to attend a meeting of such ULC or vote the shares of such ULC.