Common use of Delivery of Collateral Clause in Contracts

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares shall be delivered to the Secured Party contemporaneously with the execution of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and 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 satisfactory to the Secured Party. The Secured Party shall have the right at any time, whether before or after an Event of Default, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Person, the Pledgor shall deliver to the Secured Party evidence satisfactory to the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for the Secured Party and that such Collateral is identified on the books of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares Interests shall be delivered to the Secured Party contemporaneously with the execution of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and 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 Secured Party. With respect to all Pledged Interests consisting of uncertificated securities, book-entry securities or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance reasonably satisfactory to the Secured Party covering such Pledged Interests, or (b) cause such Pledged Interests to be transferred into the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after when an Event of DefaultDefault has occurred and is continuing, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee for the benefit of the Creditors (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any If the Collateral is in the possession of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Personbailee, the Pledgor shall deliver to will join with the Secured Party evidence satisfactory to in notifying the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment bailee of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for interest of the Secured Party and in obtaining from the bailee an acknowledgment that such it hold the Collateral is identified on for the books benefit of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. All To the extent not prohibited by applicable law, all certificates and instruments ---------------------- representing or evidencing the Pledged Shares Interests shall be delivered to the Secured Party contemporaneously with the execution of this Agreement. All To the extent not prohibited by applicable law, all certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and 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 Secured Party. With respect to all Pledged Interests consisting of uncertificated securities, book-entry securities or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance reasonably satisfactory to the Secured Party covering such Pledged Interests, or (b) cause such Pledged Interests to be transferred into the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after when an Event of DefaultDefault has occurred and is continuing, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee for the benefit of the Creditors (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any If the Collateral is in the possession of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Personbailee, the Pledgor shall deliver to will join with the Secured Party evidence satisfactory to in notifying the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment bailee of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for interest of the Secured Party and in obtaining from the bailee an acknowledgment that such it hold the Collateral is identified on for the books benefit of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares and the Pledged Debt shall be delivered to the Secured Party contemporaneously with the execution of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's ’s receipt thereof. thereof along with an updated Schedule I. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and 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 satisfactory to the Secured Party. With respect to all Pledged Shares and Pledged Debt consisting of uncertificated securities, book-entry securities or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance satisfactory to the Secured Party covering such Pledged Shares or Pledged Debt, or (b) cause such Pledged Shares or Pledged Debt to be transferred into the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after an Event of Default, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any If the Collateral is in the possession of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Personbailee, the Pledgor will join with the Secured Party in notifying the bailee of the interest of the Secured Party and in obtaining from the bailee an acknowledgment that it hold the Collateral for the benefit of the Secured Party. The Pledgor shall execute and deliver to the Secured Party evidence satisfactory to such items of assignment and transfer (including, without limitation, assignments of financing statements and recordable assignments of mortgages and deeds of trust) of any Related Collateral as the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for the Secured Party and that such Collateral is identified on the books of such issuer or third Person as belonging may from time to or pledged to the Secured Partytime reasonably request.

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares as described in Schedule I hereto shall be delivered to the Secured Party contemporaneously with the execution of this Pledge Agreement, but, with respect to any Foreign Subsidiary, only to the extent such certificates and instruments exist and such delivery (i) is permissible and (ii) will not otherwise have a material adverse tax consequence to a Pledgor. All certificates and instruments representing or evidencing Collateral received by the Pledgor Pledgors or any of them after the execution of this Pledge Agreement shall be delivered to the Secured Party promptly upon the a Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and 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 satisfactory to the Secured Party. With respect to all Collateral consisting of uncertificated securities or interests, book-entry securities or securities entitlements, each Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance satisfactory to the Secured Party covering such Collateral or (b) cause such Collateral to be transferred into the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after an Event of Default, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee for the benefit of the Lenders (but subject to the rights of the Pledgor Pledgors under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any If the Collateral is in the possession of the foregoinga bailee, as to any each Pledgor that owns such Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Person, the Pledgor shall deliver to will join with the Secured Party evidence satisfactory to in notifying the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment bailee of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for interest of the Secured Party and in obtaining from the bailee an acknowledgment that such it holds the Collateral is identified on for the books benefit of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares Interests shall be delivered to the Secured Party contemporaneously with the execution of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and 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 Secured Party. With respect to all Pledged Interests consisting of uncertificated securities, book-entry securities or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance reasonably satisfactory to the Secured Party covering such Pledged Interests, or (b) cause such Pledged Interests to be transferred into the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after when an Event of DefaultDefault has occurred and is continuing, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee for the benefit of the Banks (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any If the Collateral is in the possession of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Personbailee, the Pledgor shall deliver to will join with the Secured Party evidence satisfactory to in notifying the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment bailee of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for interest of the Secured Party and in obtaining from the bailee an acknowledgment that such it hold the Collateral is identified on for the books benefit of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares shall be delivered to the Secured Party contemporaneously with promptly after funding of the execution of this Agreementcredit accommodation and obtaining the Required Consent. All certificates and instruments representing or evidencing Collateral received by the Pledgor after obtaining the execution of this Agreement Required Consent shall be delivered to the Secured Party promptly upon the Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and 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 satisfactory to the Secured Party. With respect to all Pledged Shares consisting of uncertificated securities, book-entry securities or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance satisfactory to the Secured Party covering such Pledged Shares, or (b) cause such Pledged Shares to be transferred into the name of the Secured Party. The Secured Party shall have the right at any timetime after obtaining the Required Consent, whether before or after an Event of Default, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Person, the Pledgor shall deliver to the Secured Party evidence satisfactory to the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for the Secured Party and that such Collateral is identified on the books of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. All If the Collateral is or becomes certificated, Grantor shall promptly (and in any event within seven (7) days) deliver to Secured Party (or to such nominee, custodian or escrow agent as Secured Party may specify) any and all certificates and other instruments ---------------------- representing evidencing or evidencing respecting the Pledged Shares Collateral, together with corresponding transfer powers and investments, duly endorsed in blank with medallion signature guarantees if requested by Secured Party. Each certificate shall be delivered free and clear of all Liens (as defined herein) except for legends appropriate to assure compliance with the Securities Act of 1933, as amended, and applicable state securities laws, and otherwise must be in form suitable for transfer. If any of the Collateral has been issued in uncertificated form, then Grantor shall execute and deliver such notices, transfer instructions and other documents respecting any Collateral (and Secured Party’s rights, powers, privileges, remedies and interests in and to the Collateral) as Secured Party contemporaneously with from time to time may request to effect such transfer. In Secured Party's discretion the execution of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and shall be in suitable form for transfer by deliveryforegoing may include, or shall be accompanied by duly executed instruments of transfer or assignment in blankamong other things, all an account control agreement in form and substance reasonably satisfactory to the Secured Party. The Secured Party shall have the right and granting Secured Party exclusive control over each applicable securities account (and all investment property and financial assets therein). Secured Party is hereby authorized, at any time, whether before or after an Event of Defaultits option and without obligation to do so, to cause any transfer to or all of the Collateral to be transferred of record into register in its name or the name of its nominee(s), including any “securities intermediary”, as defined in the Secured Party or its nominee Uniform Commercial Code as in effect from time to time in the State of New York (but subject to the rights “NYUCC”), and any nominee(s) of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any of the foregoing, as all or any part of the Collateral, without notice to Grantor. In the event Secured Party determines to so transfer or register all or any Collateral consisting part of book-entry or uncertificated securities or securities which are held the Collateral, Secured Party shall provide to Grantor copies of all notices and other communications received by a third Person, the Pledgor shall deliver Secured Party with respect to the Secured Party evidence satisfactory to the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for the Secured Party and that such Collateral is identified on the books of such issuer or third Person as belonging to or pledged to the Secured Partypromptly following receipt thereof.

Delivery of Collateral. All certificates (a) Concurrently with the execution and instruments ---------------------- delivery of this Agreement Debtor shall deliver to Secured Party the following: (i) the executed original of the Assigned Note, attached to which shall be an allonge in form satisfactory to Secured Party duly executed by Debtor; (ii) a copy of the Assigned Deed of Trust, together with an assignment of deed of trust in form satisfactory to Secured Party, duly executed by Debtor and acknowledged and otherwise in recordable form, assigning to Secured Party all of Debtor’s interest in the Assigned Deed of Trust; (iii) the original loan policy of title insurance issued with respect to the Assigned Deed of Trust, with an assignment endorsement in form satisfactory to Secured Party; (iv) a UCC-I Financing Statement for the purpose of perfecting the security interest granted by this Agreement; (v) a UCC assignment giving notice of the assignment to Secured Party of Debtor’s rights under any UCC-1 Financing Statement filed with respect to the Assigned Deed of Trust in which Debtor is secured party; and (vi) To the extent not included in the foregoing, all other instruments, agreements, or contracts representing or evidencing the Pledged Shares shall be delivered to the Secured Party contemporaneously with the execution of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and shall be in suitable form for transfer by delivery, or which shall be accompanied by duly executed by, as applicable, Debtor’s endorsement or other instruments of transfer or assignment in blank, all in form and substance satisfactory to the Secured Party. The . (b) After the execution and delivery of this Agreement, from time to time during the term of this Agreement, Debtor shall promptly upon receipt deliver to Secured Party, or cause the prompt delivery to Secured Party shall have of, any of the right at any time, whether before or after an Event of Default, items set forth in Section 2(a) above relating to cause any or all the Collateral which is not then in Secured Party’s possession. (c) Any part of the Collateral which Debtor is required to be transferred of record into the name of the deliver to Secured Party or its nominee (but subject by the terms of this Agreement shall be deemed to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held have been received in trust by a third Person, the Pledgor shall deliver to the Secured Party evidence satisfactory to the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent Debtor for the benefit of Secured Party and that such Collateral is identified on the books of such issuer or third Person shall be segregated from Debtor’s other funds and property pending delivery by Debtor as belonging to or pledged to the Secured Partyprovided in Section 2(b) above.

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares shall be delivered to the Secured Party contemporaneously with the execution of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and 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 satisfactory to the Secured Party. With respect to all Pledged Shares consisting of uncertificated securities, book-entry securities or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance reasonably satisfactory to the Secured Party covering such Pledged Shares, or (b) cause such Pledged Shares to be transferred into the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after an Event of DefaultDefault and during the continuance thereof, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee for the benefit of the Banks (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any If the Collateral is in the possession of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Personbailee, the Pledgor shall deliver to will join with the Secured Party evidence satisfactory to in notifying the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment bailee of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for interest of the Secured Party and in obtaining from the bailee an acknowledgment that such it hold the Collateral is identified on for the books benefit of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares shall be delivered to the Secured Party contemporaneously with the execution of this Agreement unless they are already in the Secured Party's possession in which case they shall remain in the Secured Party's possession subject to the terms of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and 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 satisfactory to the Secured Party. With respect to all Pledged Shares consisting of uncertificated securities, book-entry securities or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance satisfactory to the Secured Party covering such Pledged Shares, or (b) cause such Pledged Shares to be transferred into the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after an Event of Default, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any If the Collateral is in the possession of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Personbailee, the Pledgor shall deliver to will join with the Secured Party evidence satisfactory to in notifying the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment bailee of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for interest of the Secured Party and in obtaining from the bailee an acknowledgment that such it hold the Collateral is identified on for the books benefit of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares Member Interests shall be delivered to the Secured Party contemporaneously with the execution of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and 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 satisfactory to the Secured Party. With respect to all Pledged Member Interests consisting of uncertificated securities, book-entry securities or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance satisfactory to the Secured Party covering such Pledged Member Interests, or (b) cause such Pledged Member Interests to be transferred into the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after an Event of Default, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any If the Collateral is in the possession of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Personbailee, the Pledgor shall deliver to will join with the Secured Party evidence satisfactory to in notifying the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment bailee of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for interest of the Secured Party and in obtaining from the bailee an acknowledgment that such it hold the Collateral is identified on for the books benefit of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares shall be delivered to the Secured Party contemporaneously with the execution of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and 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 satisfactory to the Secured Party. With respect to all Pledged Shares consisting of uncertificated securities, book-entry securities, or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance satisfactory to the Secured Party covering such Pledged Shares, or (b) cause such Pledged Shares to be transferred into the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after an Event of Default, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any If the Collateral is in the possession of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Personbailee, the Pledgor shall deliver to will join with the Secured Party evidence satisfactory to in notifying the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment bailee of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for interest of the Secured Party and in obtaining from the bailee an acknowledgment that such it holds the Collateral is identified on for the books benefit of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares which have not been previously delivered to the Secured Party shall be delivered to the Secured Party contemporaneously with the execution of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and 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 satisfactory to the Secured Party. With respect to all Pledged Shares consisting of uncertificated securities, book-entry securities or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance satisfactory to the Secured Party covering such Pledged Shares, or (b) cause such Pledged Shares to be transferred to the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after an Event of Default, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee for the ratable benefit of the Secured Party and the Lenders (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any If the Collateral is in the possession of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Personbailee, the Pledgor shall deliver to will join with the Secured Party evidence satisfactory to in notifying the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment bailee of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for interest of the Secured Party and in obtaining from the bailee an acknowledgement that such it hold the Collateral is identified on for the books benefit of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. All To the extent not prohibited by applicable law, all certificates and instruments ---------------------- representing or evidencing the Pledged Shares Interests shall be delivered to the Secured Party contemporaneously with the execution of this Agreement. All To the extent not prohibited by applicable law, all certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and 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 Secured Party. With respect to all Pledged Interests consisting of uncertificated securities, book-entry securities or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance reasonably satisfactory to the Secured Party covering such Pledged Interests, or (b) cause such Pledged Interests to be transferred into the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after when an Event of DefaultDefault has occurred and is continuing, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee for the benefit of the Creditors (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Person, the Pledgor shall deliver to the Secured Party evidence satisfactory to the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for the Secured Party and that such Collateral is identified on the books of such issuer or third Person as belonging to or pledged to the Secured Party.larger

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares Interests shall be delivered to the Secured Party contemporaneously with the execution of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and 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 Secured Party. With respect to all Pledged Interests consisting of uncertificated securities, book-entry securities or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance reasonably satisfactory to the Secured Party covering such Pledged Interests, or (b) cause such Pledged Interests to be transferred into the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after when an Event of DefaultDefault has occurred and is continuing, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee for the benefit of the Creditors (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any If the Collateral is in the possession of the foregoinga bailee, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Person, Exh. B-3 Exhibit 10.2 the Pledgor shall deliver to will join with the Secured Party evidence satisfactory to in notifying the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment bailee of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for interest of the Secured Party and in obtaining from the bailee an acknowledgment that such it hold the Collateral is identified on for the books benefit of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. (a) All certificates and or instruments ---------------------- representing or evidencing the Pledged Shares Collateral shall be promptly delivered by Pledgor to the Secured Party contemporaneously with the execution of this Agreement. All certificates and instruments representing or evidencing Collateral received Secured Party’s designee pursuant hereto at a location designated by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto hereto, and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments indorsement certificates in the form attached hereto as Attachment 1 or other instrument of transfer or assignment in blank, all in form and substance satisfactory to the Secured Party. The . (b) Upon the occurrence and during the continuance of a Default, Secured Party shall have the right right, at any timetime in its discretion and without notice to Pledgor, whether before or after an Event subject to the provisions of Defaultsection 9 of this Agreement, to cause transfer to or to record on the books of CRL (or of any or all of other Person maintaining records with respect to the Collateral to be transferred of record into Collateral) in the name of the Secured Party or any of its nominee (but subject to the rights nominees any or all of the Pledgor under Section 6Collateral. (c) If, at any time and from time to exchange certificates time, any Collateral (including any certificate or instrument representing or evidencing any Collateral) is in the possession of a person or entity other than Secured Party or Pledgor (Holder), then Pledgor shall immediately, at Secured Party’s option, either cause such Collateral for certificates to be delivered into Secured Party’s possession, or cause such Holder to enter into a control agreement, in form and substance satisfactory to Secured Party, and take all other steps deemed necessary by Secured Party to perfect the security interest of smaller or larger denominations. Notwithstanding any Secured Party in such Collateral, all pursuant to Sections 9-106 and 9-313 of the foregoingCode or other applicable law governing the perfection of Secured Party’s security interest in the Collateral in the possession of such Holder. (d) Any and all Collateral (including dividends, interest, and other cash distributions) at any time received or held by Pledgor shall be so received or held in trust for Secured Party, shall be segregated from other funds and property of Pledgor and shall be forthwith delivered to Secured Party in the same form as so received or held, with any necessary indorsements; provided, that cash dividends or distributions received by Pledgor, may be retained by Pledgor in accordance with Section 4 and used in the ordinary course of Pledgor’s business. (e) If at any time, and from time to time, any Collateral consists of an uncertificated security or a security in book entry form, then Pledgor shall immediately cause such Collateral to be recorded or entered, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Personthe case may be, the Pledgor shall deliver to the Secured Party evidence satisfactory to the Secured Party that such Collateral has been registered in the name ofof Secured Party, or as pledged to, the otherwise cause Secured Party. Such evidence ’s security interest thereon to be perfected in accordance with the provisions of this Agreement and applicable law. (f) Pledgor shall include the acknowledgment of cause the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for of any membership interests in CRL to note the security interest of Secured Party and that such Collateral is identified on the books and records of CRL where such issuer or third Person as belonging to or pledged to membership interests are recorded and kept in the Secured Partyordinary course of business.

Delivery of Collateral. All certificates and instruments ---------------------- representing or evidencing the Pledged Shares shall be delivered to the Secured Party contemporaneously with the execution of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and 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 satisfactory to the Secured Party. With respect to all Pledged Shares consisting of uncertificated securities, book-entry securities or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance satisfactory to the Secured Party covering such Pledged Shares, or (b) cause such Pledged Shares to be transferred into the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after an Event of Default, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any If the Collateral is in the possession of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Personbailee, the Pledgor shall deliver to will join with the Secured Party evidence satisfactory to in notifying the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment bailee of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for interest of the Secured Party and in obtaining from the bailee an acknowledgment that such it hold the Collateral is identified on for the books benefit of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. (a) All certificates and instruments ---------------------- representing or evidencing the Pledged Shares as described in Part A of Schedule I hereto shall be delivered to the Secured Party contemporaneously with the execution of this Agreement and (b) all certificates and instruments identified on Part B of Schedule I hereto shall be delivered to the Secured Party within thirty (30) days of the execution of this Agreement. All certificates and instruments representing or evidencing Collateral received by the Pledgor Pledgors or any of them after the execution of this Agreement shall be delivered to the Secured Party promptly upon the a Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and 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 satisfactory to the Secured Party. With respect to all Pledged Shares consisting of uncertificated securities or interests, book-entry securities or securities entitlements, each Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance satisfactory to the Secured Party covering such Pledged Shares or (b) cause such Pledged Shares to be transferred into the name of the Secured Party; provided, that, in the case of Pledged Shares with respect to ownership interests in any Borrower or any Subsidiary of any Borrower, certificates shall be issued with respect to the same and delivered to the Secured Party with appropriate instruments of transfer within thirty (30) days of the execution of this Agreement. The Secured Party shall have the right at any time, whether before or time after an Event of Default, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee (but subject to the rights of the Pledgor Pledgors under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any If the Collateral is in the possession of the foregoinga bailee, as to any each Pledgor that owns such Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Person, the Pledgor shall deliver to will join with the Secured Party evidence satisfactory to in notifying the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment bailee of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for interest of the Secured Party and in obtaining from the bailee an acknowledgment that such it holds the Collateral is identified on for the books benefit of such issuer or third Person as belonging to or pledged to the Secured Party.

Delivery of Collateral. All To the extent not prohibited by applicable law, all certificates and instruments ---------------------- representing or evidencing the Pledged Shares Interests shall be delivered to the Secured Party contemporaneously with the execution of this Agreement. All To the extent not prohibited by applicable law, all certificates and instruments representing or evidencing Collateral received by the Pledgor after the execution of this Agreement shall be delivered to the Secured Party promptly upon the Pledgor's ’s receipt thereof. All such certificates and instruments shall be held by or on behalf of the Secured Party pursuant hereto and 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 Secured Party. With respect to all Pledged Interests consisting of uncertificated securities, book-entry securities or securities entitlements, the Pledgor shall either (a) execute and deliver, and cause any necessary issuers or securities intermediaries to execute and deliver, control agreements in form and substance reasonably satisfactory to the Secured Party covering such Pledged Interests, or (b) cause such Pledged Interests to be transferred into the name of the Secured Party. The Secured Party shall have the right at any time, whether before or after when an Event of DefaultDefault has occurred and is continuing, to cause any or all of the Collateral to be transferred of record into the name of the Secured Party or its nominee for the benefit of the Creditors (but subject to the rights of the Pledgor under Section 6) and to exchange certificates representing or evidencing Collateral for certificates of smaller or larger denominations. Notwithstanding any of the foregoing, as to any Collateral consisting of book-entry or uncertificated securities or securities which are held by a third Person, the Pledgor shall deliver to the Secured Party evidence satisfactory to the Secured Party that such Collateral has been registered in the name of, or as pledged to, the Secured Party. Such evidence shall include the acknowledgment of the issuer or Person holding such Collateral that such issuer or Person holds such Collateral as agent for the Secured Party and that such Collateral is identified on the books of such issuer or third Person as belonging to or pledged to the Secured Party.for