Common use of Delivery of Certificated Securities Collateral Clause in Contracts

Delivery of Certificated Securities Collateral. Each Grantor represents and warrants that all certificates, agreements or instruments representing or evidencing the Securities Collateral in existence on the date hereof have been delivered to the Agent in suitable form for transfer by delivery or accompanied by duly executed instruments of transfer or assignment in blank or the applicable Grantor has otherwise satisfied the requirements of SECTION 4.4(b), and that as of the date hereof the Agent has a perfected first priority security interest therein. Each Grantor hereby agrees that all certificates, agreements or instruments representing or evidencing Securities Collateral acquired by such Grantor after the date hereof, shall promptly (and in any event within five (5) Business Days) upon receipt thereof by such Grantor be delivered to and held by or on behalf of the Agent pursuant hereto or the applicable Grantor has otherwise satisfied the requirements of SECTION 4.4(b) with respect thereto. All certificated Securities Collateral shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance reasonably satisfactory to the Agent. The Agent shall have the right, at any time upon the occurrence and during the continuance of any Event of Default, to endorse, assign or otherwise transfer to or to register in the name of the Agent or any of its nominees or endorse for negotiation any or all of the Securities Collateral, without any indication that such Securities Collateral is subject to the security interest hereunder. In addition, at any time upon the occurrence and during the continuance of any Event of Default, the Agent shall have the right with written notice to exchange certificates representing or evidencing Securities Collateral for certificates of smaller or larger denominations, accompanied by instruments of transfer or assignment and letters of direction duly executed in blank.

Delivery of Certificated Securities Collateral. Each Grantor Pledgor represents and warrants that all certificates, agreements or instruments representing or evidencing the Securities Collateral in existence on the date hereof have been delivered to the Administrative Agent in suitable form for transfer by delivery or accompanied by duly executed instruments of transfer or assignment in blank or the applicable Grantor has otherwise satisfied the requirements of SECTION 4.4(b), and that as of the date hereof the Administrative Agent has a perfected first priority security interest thereintherein (subject only to Permitted Liens) under the UCC. Each Grantor Pledgor hereby agrees that all certificates, agreements certificates or instruments representing or evidencing Securities Collateral acquired by such Grantor Pledgor after the date hereof, hereof shall promptly (and but in any event within five (5) Business Days) upon receipt 90 days after acquisition thereof by such Grantor Pledgor or such longer period as may be agreed to in writing by the Administrative Agent in its sole discretion) be delivered to and held by or on behalf of the Administrative Agent pursuant hereto or the applicable Grantor has otherwise satisfied the requirements of SECTION 4.4(b) with respect theretohereto. All certificated Securities Collateral shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance reasonably satisfactory to the Administrative Agent. The Administrative Agent shall have the right, at any time upon the occurrence and during the continuance of any Event of Default, to endorse, assign or otherwise transfer to or to register in the name of the Administrative Agent or any of its nominees or endorse for negotiation any or all of the Securities Collateral, without any indication that such Securities Collateral is subject to the security interest hereunder. In addition, at any time upon the occurrence and during the continuance of any an Event of Default, the Administrative Agent shall have the right with written notice at any time to exchange certificates representing or evidencing Securities Collateral for certificates of smaller or larger denominations, accompanied by instruments of transfer or assignment and letters of direction duly executed in blank.

Delivery of Certificated Securities Collateral. Each Grantor Pledgor represents and warrants that all certificates, agreements or instruments representing or evidencing the Securities Collateral in existence on the date hereof have been or contemporaneously herewith will be delivered to the Administrative Agent in suitable form for transfer by delivery or accompanied by duly executed instruments of transfer or assignment in blank or the applicable Grantor has otherwise satisfied the requirements of SECTION 4.4(b), and that as of the date hereof the Administrative Agent has or contemporaneously herewith shall have a perfected first priority security interest therein. Each Grantor Pledgor hereby agrees that all certificates, agreements or instruments representing or evidencing Securities Collateral acquired by such Grantor Pledgor after the date hereof, shall promptly (and in any event shall, within five (5) Business Days) upon receipt thereof the time periods required by such Grantor the Credit Agreement, be delivered to and held by or on behalf of the Administrative Agent pursuant hereto or the applicable Grantor has otherwise satisfied the requirements of SECTION 4.4(b) with respect theretohereto. All certificated Securities Collateral shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance reasonably satisfactory to the Administrative Agent. The Administrative Agent shall have the right, at any time upon the occurrence and during the continuance of any Event of Default, to endorse, assign or otherwise transfer to or to register in the name of the Administrative Agent or any of its nominees or endorse for negotiation any or all of the Securities Collateral, without any indication that such Securities Collateral is subject to the security interest hereunder. In addition, at any time upon the occurrence and during the continuance of any Event of Default, the Administrative Agent shall have the right with written notice at any time to exchange certificates representing or evidencing Securities Collateral for certificates of smaller or larger denominations, accompanied by instruments of transfer or assignment and letters of direction duly executed in blank.

Delivery of Certificated Securities Collateral. Each Grantor Pledgor represents and warrants that that, subject to Section 4.01(n) of the Credit Agreement, all certificates, agreements or instruments representing or evidencing the Securities Collateral in existence on the date hereof have been delivered to the Collateral Agent in suitable form for transfer by delivery or accompanied by duly executed instruments of transfer or assignment in blank or the applicable Grantor has otherwise satisfied the requirements of SECTION 4.4(b), and that as of the date hereof the Collateral Agent has a valid, enforceable, perfected first priority security interest thereintherein (subject to Permitted Liens). Each Grantor Pledgor hereby agrees that all certificates, agreements or instruments representing or evidencing Securities Collateral acquired by such Grantor Pledgor after the date hereof, hereof shall promptly (and but in any event within five thirty (530) Business Days) upon days after receipt thereof by such Grantor Pledgor) be delivered to and held by or on behalf of the Collateral Agent pursuant hereto or the applicable Grantor has otherwise satisfied the requirements of SECTION 4.4(b) with respect theretohereto. All certificated Securities Collateral shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance reasonably satisfactory to the Collateral Agent. The Collateral Agent shall have the right, at any time upon the occurrence and during the continuance of any Event of Default, to endorse, assign or otherwise transfer to or to register in the name of the Collateral Agent or any of its nominees or endorse for negotiation any or all of the Securities Collateral, without any indication that such Securities Collateral is subject to the security interest hereunder. In addition, at any time upon the occurrence and during the continuance of any Event of Default, the Agent shall have the right with written notice to exchange certificates representing or evidencing Securities Collateral for certificates of smaller or larger denominations, accompanied by instruments of transfer or assignment and letters of direction duly executed in blank.

Delivery of Certificated Securities Collateral. Each Grantor Pledgor represents and warrants that all certificates, agreements or instruments representing or evidencing the Securities Collateral in existence on the date hereof have been delivered to the Administrative Agent in suitable form for transfer by delivery or accompanied by duly executed instruments of transfer or assignment in blank and that, subject to the Administrative Agent maintaining possession thereof in the State of New York or another state, the applicable Grantor has otherwise satisfied the requirements of SECTION 4.4(b), and that as of the date hereof the Administrative Agent has a perfected first priority security interest therein. Each Grantor Pledgor hereby agrees that all certificates, agreements or instruments representing or evidencing Securities Collateral acquired by such Grantor Pledgor after the date hereof, hereof shall promptly (and but in any event within five ten days (5or such longer period as may be acceptable to the Administrative Agent) Business Days) upon after receipt thereof by such Grantor Pledgor) be delivered to and held by or on behalf of the Administrative Agent pursuant hereto or the applicable Grantor has otherwise satisfied the requirements of SECTION 4.4(b) with respect theretohereto. All certificated Securities Collateral shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance reasonably satisfactory to the Administrative Agent. The Administrative Agent shall have the right, at any time upon the occurrence and during the continuance of any Event of Default, to endorse, assign or otherwise transfer to or to register in the name of the Administrative Agent or any of its nominees or endorse for negotiation any or all of the Securities Collateral, without any indication that such Securities Collateral is subject to the security interest hereunder. In addition, at any time upon the occurrence and during the continuance of any an Event of Default, the Administrative Agent shall have the right with written notice at any time to exchange certificates representing or evidencing Securities Collateral for certificates of smaller or larger denominations, accompanied by instruments of transfer or assignment and letters of direction duly executed in blank.

Delivery of Certificated Securities Collateral. Each Grantor Pledgor represents and warrants that all certificates, agreements or instruments representing or evidencing the Securities Collateral in existence on the date hereof have been delivered to the Administrative Agent in suitable form for transfer by delivery or accompanied by duly executed instruments of transfer or assignment in blank or the applicable Grantor has otherwise satisfied the requirements of SECTION 4.4(b), and that as of the date hereof the Administrative Agent has a perfected first priority security interest therein, which security interest secures the payment and performance of the Secured Obligations. Each Grantor Pledgor hereby agrees that all certificates, agreements or instruments representing or evidencing Securities Collateral acquired by such Grantor Pledgor after the date hereof, hereof shall promptly (and in any event within five (5) Business Days) upon receipt thereof by such Grantor be delivered to and the Administrative Agent (to be held by or on behalf of the Administrative Agent pursuant hereto hereto) prior to any Eligible Property owned or leased by the applicable Grantor has otherwise satisfied issuer of such Securities Collateral being included in the requirements calculation of SECTION 4.4(b) with respect theretothe Borrowing Base and treated as a Borrowing Base Property under the Credit Agreement. All certificated Securities Collateral shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance reasonably satisfactory to the Administrative Agent. The Administrative Agent shall have the right, at any time upon the occurrence and during the continuance of any Event of Default, to endorse, assign or otherwise transfer to or to register in the name of the Administrative Agent or any of its nominees or endorse for negotiation any or all of the Securities Collateral, without any indication that such Securities Collateral is subject to the security interest hereunder. In addition, at any time upon the occurrence and during the continuance of any an Event of Default, the Administrative Agent shall have the right with written notice at any time to exchange certificates representing or evidencing Securities Collateral for certificates of smaller or larger denominations, accompanied by instruments of transfer or assignment and letters of direction duly executed in blank.

Delivery of Certificated Securities Collateral. Each Grantor Pledgor represents and warrants that all certificates, agreements or instruments representing or evidencing the Securities Collateral in existence on the date hereof have been delivered to the Collateral Agent in suitable form for transfer by delivery or accompanied by duly executed instruments of transfer or assignment in blank or the applicable Grantor has otherwise satisfied the requirements of SECTION 4.4(b), and that as of the date hereof the Collateral Agent has a valid and enforceable perfected first priority security interest thereintherein (subject to Permitted Liens). Each Grantor Pledgor hereby agrees that all certificates, agreements or instruments representing or evidencing Securities Collateral acquired by such Grantor Pledgor after the date hereof, hereof shall promptly (and in any event within five (5) Business DaysDays or such longer period as may be agreed to in writing by the Collateral Agent in its sole discretion) upon receipt thereof by such Grantor Pledgor be delivered to and held by or on behalf of the Collateral Agent pursuant hereto or the applicable Grantor has otherwise satisfied the requirements of SECTION 4.4(b) with respect theretohereto. All certificated Securities Collateral shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance reasonably satisfactory to the Collateral Agent. The Collateral Agent shall have the right, at any time upon the occurrence and during the continuance of any Event of Default, to endorse, assign or otherwise transfer to or to register in the name of the Collateral Agent or any of its nominees or endorse for negotiation any or all of the Securities Collateral, without any indication that such Securities Collateral is subject to the security interest hereunder. In addition, at any time upon the occurrence and during the continuance of any Event of Default, the Collateral Agent shall have the right with written notice right, at any time in its reasonable discretion, to exchange certificates representing or evidencing Securities Collateral for certificates of smaller or larger denominations, accompanied by instruments of transfer or assignment and letters of direction duly executed in blank.

Delivery of Certificated Securities Collateral. Each Grantor Except as provided in Section 8.1.8 of the Credit Agreement, each Pledgor represents and warrants that all certificates, agreements or instruments representing or evidencing the Securities Collateral in existence on the date hereof have been delivered to the Administrative Agent in suitable form for transfer by delivery or accompanied by duly executed instruments of transfer or assignment in blank or the applicable Grantor has otherwise satisfied the requirements of SECTION 4.4(b), and that as of the date hereof the Administrative Agent has a perfected first priority security interest thereintherein subject to Permitted Liens. Each Grantor Except as provided in Section 8.1.11, each Pledgor hereby agrees that all certificates, agreements or instruments representing or evidencing Securities Collateral acquired by such Grantor Pledgor after the date hereof, hereof shall promptly (and but in any event within five (5) Business Days) upon ten days after receipt thereof by such Grantor Pledgor, or such later date as the Administrative Agent may approve) be delivered to and held by or on behalf of the Administrative Agent pursuant hereto or the applicable Grantor has otherwise satisfied the requirements of SECTION 4.4(b) with respect theretohereto. All certificated Securities Collateral shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance reasonably satisfactory to the Administrative Agent. The Administrative Agent shall have the right, at any time upon the occurrence and during the continuance of any Event of Default, to endorse, assign or otherwise transfer to or to register in the name of the Administrative Agent or any of its nominees or endorse for negotiation any or all of the Securities Collateral, without any indication that such Securities Collateral is subject to the security interest hereunder. In addition, at any time upon the occurrence and during the continuance of any an Event of Default, the Administrative Agent shall have the right with written notice at any time to exchange certificates representing or evidencing Securities Collateral for certificates of smaller or larger denominations, accompanied by instruments of transfer or assignment and letters of direction duly executed in blank.

Delivery of Certificated Securities Collateral. Each Grantor Pledgor represents and warrants that all certificates, agreements or instruments representing or evidencing the Securities Collateral in existence on the date hereof hereof, subject to Section 3.4(a), have been delivered to the Administrative Agent in suitable form for transfer by delivery or accompanied by duly executed instruments of transfer or assignment in blank or the applicable Grantor has otherwise satisfied the requirements of SECTION 4.4(b), and that as of the date hereof the Administrative Agent has a perfected first priority security interest thereintherein (subject only to Permitted Liens). Each Grantor Pledgor hereby agrees that all certificates, agreements certificates or instruments representing or evidencing Securities Collateral acquired by such Grantor Pledgor after the date hereofhereof shall, shall subject to Section 3.4(a), promptly (and but in any event within five thirty (530) Business Days) upon days after receipt thereof by such Grantor Pledgor or such longer period as may be agreed to in writing by the Administrative Agent in its sole discretion) be delivered to and held by or on behalf of the Administrative Agent pursuant hereto or the applicable Grantor has otherwise satisfied the requirements of SECTION 4.4(b) with respect theretohereto. All certificated Securities Collateral shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance reasonably satisfactory to the Administrative Agent. The Administrative Agent shall have the right, at any time upon the occurrence and during the continuance of any Event of Default, to endorse, assign or otherwise transfer to or to register in the name of the Administrative Agent or any of its nominees or endorse for negotiation any or all of the Securities Collateral, without any indication that such Securities Collateral is subject to the security interest hereunder. In addition, at any time upon the occurrence and during the continuance of any an Event of Default, the Administrative Agent shall have the right with written notice at any time to exchange certificates representing or evidencing Securities Collateral for certificates of smaller or larger denominations, accompanied by instruments of transfer or assignment and letters of direction duly executed in blank.

Delivery of Certificated Securities Collateral. Each Grantor Pledgor represents and warrants that all certificates, agreements or instruments representing or evidencing the Securities Collateral Collateral, if any, in existence on the date hereof have been delivered to the Administrative Agent in suitable form for transfer by delivery or accompanied by duly executed instruments of transfer or assignment in blank or the applicable Grantor has otherwise satisfied the requirements of SECTION 4.4(b), and that as of the date hereof the Administrative Agent has a perfected first priority security interest therein, subject only to Permitted Collateral Liens. Each Grantor Pledgor hereby agrees that all certificates, agreements or instruments representing or evidencing Securities Collateral acquired by such Grantor Pledgor after the date hereof, hereof shall promptly (and in any event within five (5) Business Days30 days) upon receipt thereof by such Grantor Pledgor be delivered to and held by or on behalf of the Administrative Agent pursuant hereto or the applicable Grantor has otherwise satisfied the requirements of SECTION 4.4(b) with respect theretohereto. All certificated Securities Collateral shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all blank and in form and substance reasonably satisfactory to the Administrative Agent. The Administrative Agent shall have the right, at any time upon the occurrence and during the continuance of any Event of Default, to endorse, assign or otherwise transfer to or to register in the name of the Administrative Agent or any of its nominees or endorse for negotiation any or all of the Securities Collateral, without any indication that such Securities Collateral is subject to the security interest hereunder. In addition, at any time upon the occurrence and during the continuance of any an Event of Default, the Administrative Agent shall have the right with written notice at any time to exchange certificates representing or evidencing Securities Collateral for certificates of smaller or larger denominations, accompanied by instruments of transfer or assignment and letters of direction duly executed in blank.

Delivery of Certificated Securities Collateral. Each Grantor Pledgor represents and warrants that all certificates, agreements or instruments representing or evidencing the Securities Collateral (other than Distributions in the form of Instruments) in existence on the date hereof Amendment and Restatement Effective Date have been delivered to the Collateral Agent in suitable form for transfer by delivery or accompanied by duly executed instruments of transfer or assignment in blank or the applicable Grantor has otherwise satisfied the requirements of SECTION 4.4(b), and that as of the date hereof the Collateral Agent has a perfected first priority First Priority security interest (subject to Permitted Collateral Liens) therein. Each Grantor Pledgor hereby agrees that all certificates, agreements or instruments representing or evidencing Securities Collateral (other than Distributions in the form of Instruments) acquired by such Grantor Pledgor after the date hereof, Amendment and Restatement Effective Date shall promptly (and in any event within five (5) Business Days) upon receipt thereof by such Grantor Pledgor be delivered to and held by or on behalf of the Collateral Agent pursuant hereto or the applicable Grantor has otherwise satisfied the requirements of SECTION 4.4(b) with respect theretohereto. All certificated Securities Collateral shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance reasonably satisfactory to the Collateral Agent. The Collateral Agent shall have the right, at any time upon the occurrence and during the continuance of any Event of Default, to endorse, assign or otherwise transfer to or to register in the name of the Collateral Agent or any of its nominees or endorse for negotiation any or all of the Securities Collateral, without any indication that such Securities Collateral is subject to the security interest hereunder. In addition, at any time upon the occurrence and during the continuance of any an Event of Default, the Collateral Agent shall have the right with written notice at any time to exchange certificates representing or evidencing Securities Collateral for certificates of smaller or larger denominations, accompanied by instruments of transfer or assignment and letters of direction duly executed in blank.

Delivery of Certificated Securities Collateral. Each Grantor Pledgor represents and warrants that all certificates, agreements or instruments representing or evidencing the Securities Collateral in existence on the date hereof Original Closing Date, subject to Section 3.4(a), have been delivered to the Administrative Agent in suitable form for transfer by delivery or accompanied by duly executed instruments of transfer or assignment in blank or the applicable Grantor has otherwise satisfied the requirements of SECTION 4.4(b), and that as of the date hereof the Administrative Agent has a perfected first priority security interest thereintherein (subject only to Permitted Liens). Each Grantor Pledgor hereby agrees that all certificates, agreements certificates or instruments representing or evidencing Securities Collateral acquired by such Grantor Pledgor after the date hereofOriginal Closing Date shall, shall subject to Section 3.4(a), promptly (and but in any event within five thirty (530) Business Days) upon days after receipt thereof by such Grantor Pledgor or such longer period as may be agreed to in writing by the Administrative Agent in its sole discretion) be delivered to and held by or on behalf of the Administrative Agent pursuant hereto or the applicable Grantor has otherwise satisfied the requirements of SECTION 4.4(b) with respect theretohereto. All certificated Securities Collateral shall be in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance reasonably satisfactory to the Administrative Agent. The Administrative Agent shall have the right, at any time upon the occurrence and during the continuance of any Event of Default, to endorse, assign or otherwise transfer to or to register in the name of the Administrative Agent or any of its nominees or endorse for negotiation any or all of the Securities Collateral, without any indication that such Securities Collateral is subject to the security interest hereunder. In addition, at any time upon the occurrence and during the continuance of any an Event of Default, the Administrative Agent shall have the right with written notice at any time to exchange certificates representing or evidencing Securities Collateral for certificates of smaller or larger denominations, accompanied by instruments of transfer or assignment and letters of direction duly executed in blank.