Common use of OBLIGATIONS OF THE COLLATERAL AGENT Clause in Contracts

OBLIGATIONS OF THE COLLATERAL AGENT. (a) Unless the Collateral Agent ----------------------------------- has theretofore received a written notice from each of the 1996 Trustee and the 1997 Trustee to the effect that the Senior Subordinated Secured Obligations and the Junior Subordinated Secured Obligations, respectively, have been paid in full, if the Collateral Agent shall have resigned as collateral agent hereunder, not later than the tenth business day following the Senior Payout Date, the Collateral Agent will deliver at the cost and expense of the Pledgors, directly to the successor collateral agent appointed in accordance with Section 15(h) or, if prior to such tenth business day the Collateral Agent shall not have received notification of the identity of such successor collateral agent, to the 1996 Trustee (or, if the Collateral Agent shall have received a written notice from the 1996 Trustee to the effect that the Senior Subordinated Secured Obligations have been paid in full, to the 1997 Trustee), all the certificates representing the Pledged Stock and all other documents and instruments evidencing or relating to the Collateral then remaining in the possession of the Collateral Agent, together with any necessary instruments of assignment or transfer pertaining thereto. Each Pledgor agrees to give written notice to each of the 1996 Trustee and the 1997 Trustee of the Senior Payout Date within three business days thereof, and, after receipt of such notice, the Senior Subordinated Secured Parties (unless the Senior Subordinated Payout Date has occurred) or (if the Senior Subordinated Payout Date has occurred) the Junior Subordinated Secured Parties agree to promptly give written notice to the Collateral Agent requesting delivery of the Pledged Stock and such other documents and instruments. In no event shall the Collateral Agent relinquish control over such certificates representing the Pledged Stock or any such other documents and instruments after the Senior Payout Date, except as set forth in this Section or Section 11(c). (b) Unless the 1996 Trustee has theretofore received a written notice from the 1997 Trustee to the effect that the Junior Subordinated Secured Obligations have been paid in full, if the 1996 Trustee shall have resigned as successor collateral agent hereunder, not later than the tenth business day following the Senior Subordinated Payout Date, the 1996 Trustee will deliver at the cost and expense of the Pledgors, directly to the successor collateral agent appointed in accordance with Section 15(h) or, if prior to such tenth business day the 1996 Trustee shall not have received notification of the identity of such successor collateral agent, to the 1997 Trustee, all the certificates representing the Pledged Stock and all other documents and instruments evidencing or relating to the Collateral then remaining in the possession of the 1996 Trustee, together with any necessary instruments of assignment or transfer pertaining thereto. Each Pledgor agrees to give written notice to the 1997 Trustee of the Senior Subordinated Payout Date within three business days thereof, and, after receipt of such notice, the Junior Subordinated Secured Parties agree to promptly give written notice to the 1996 Trustee requesting delivery of the Pledged Stock and such other documents and instruments. In no event shall the 1996 Trustee relinquish control over such certificates representing the Pledged Stock or any such other documents and instruments after the Senior Subordinated Payout Date, except as set forth in this Section or in Section 11(c). (c) In taking any action hereunder (including the giving of consents and waivers hereunder) prior to the Senior Payout Date, the Collateral Agent shall not be obligated to consider the interests of the Subordinated Secured Parties except as set forth in Section 12(a) or Section 21. In taking any action hereunder (including the giving of consents and waivers hereunder) prior to the Senior Subordinated Payout Date, the 1996 Trustee, or its designee, shall not be obligated to consider the interests of the Junior Subordinated Secured Parties except as set forth in Section 12(b) or Section 21.

OBLIGATIONS OF THE COLLATERAL AGENT. (a) Unless the Collateral Agent ----------------------------------- has theretofore received a written notice from each of the 1996 Trustee and the 1997 Trustee to the effect that the Senior Subordinated Secured Obligations and the Junior Subordinated Secured Obligations, respectively, have been paid in full, if the Collateral Agent shall have resigned as collateral agent hereunder, not later than the tenth business day following the day on which the Senior Payout DateSecured Obligations have been paid in full and the Commitments shall have expired or terminated, the Collateral Agent will deliver at the cost and expense of the Pledgors, directly to the successor collateral agent appointed in accordance with Section 15(h) or, if prior to such tenth business day the Collateral Agent shall not have received notification of the identity of such successor collateral agent, to the 1996 Trustee (or, if the Collateral Agent shall have received a written notice from the 1996 Trustee to the effect that the Senior Subordinated Secured Obligations have been paid in full, to the 1997 Trustee), all the certificates representing the Pledged Stock and all other documents and instruments evidencing or relating to the Collateral then remaining in the possession of the Collateral Agent, together with any necessary instruments of assignment or transfer pertaining thereto. Each Pledgor agrees to give written notice to each of the 1996 Trustee and the 1997 Trustee of the payment in full of the Senior Payout Date Secured Obligations and the termination or expiration of the Commitments within three business days thereof, and, after receipt of such notice, the Senior Subordinated Secured Parties (unless the Senior Subordinated Payout Date has occurred) or (if the Senior Subordinated Payout Date has occurred) the Junior Subordinated Secured Parties agree to promptly give written notice to the Collateral Agent requesting delivery of the Pledged Stock and such other documents and instrumentsStock. In no event shall the Collateral Agent relinquish control over such certificates representing the Pledged Stock or any such other documents and instruments after the Senior Payout DateSecured Obligations have been paid in full and the Commitments under the Credit Agreement shall have terminated or expired, except as set forth in this Section or Section 11(c). (b) Unless the 1996 Trustee has theretofore received a written notice from the 1997 Trustee to the effect that the Junior Subordinated Secured Obligations have been paid in full, if the 1996 Trustee shall have resigned as successor collateral agent hereunder, not later than the tenth business day following the Senior Subordinated Payout Date, the 1996 Trustee will deliver at the cost and expense of the Pledgors, directly to the successor collateral agent appointed in accordance with Section 15(h) or, if prior to such tenth business day the 1996 Trustee shall not have received notification of the identity of such successor collateral agent, to the 1997 Trustee, all the certificates representing the Pledged Stock and all other documents and instruments evidencing or relating to the Collateral then remaining in the possession of the 1996 Trustee, together with any necessary instruments of assignment or transfer pertaining thereto. Each Pledgor agrees to give written notice to the 1997 Trustee of the Senior Subordinated Payout Date within three business days thereof, and, after receipt of such notice, the Junior Subordinated Secured Parties agree to promptly give written notice to the 1996 Trustee requesting delivery of the Pledged Stock and such other documents and instruments. In no event shall the 1996 Trustee relinquish control over such certificates representing the Pledged Stock or any such other documents and instruments after the Senior Subordinated Payout Date, except as set forth in this Section or in Section 11(c). (c) In taking any action hereunder (including the giving of consents and waivers hereunder) prior to the Senior Payout Date, the Collateral Agent shall not be obligated to consider the interests of the Subordinated Secured Parties except as set forth in Section 12(a) or Section 21. In taking any action hereunder (including the giving of consents and waivers hereunder) prior to the Senior Subordinated Payout Date, the 1996 Trustee, or its designee, shall not be obligated to consider the interests of the Junior Subordinated Secured Parties except as set forth in Section 12(b) or Section 21.

OBLIGATIONS OF THE COLLATERAL AGENT. (a) Unless the Collateral Agent ----------------------------------- has theretofore received a written notice from each of the 1996 Trustee and the 1997 Trustee to the effect that the Senior Subordinated Secured Obligations and the Junior Subordinated Secured Obligations, respectively, have been paid in full, if the Collateral Agent shall have resigned as collateral agent hereunder, not later than the tenth business day following the day on which the Senior Payout DateSecured Obligations have been paid in full and the Commitments shall have expired or terminated, the Collateral Agent will deliver at the cost and expense of the Pledgors, directly to the successor collateral agent appointed in accordance with Section 15(h) or, if prior to such tenth business day the Collateral Agent shall not have received notification of the identity of such successor collateral agent, to the 1996 Trustee (or, if the Collateral Agent shall have received a written notice from the 1996 Trustee to the effect that the Senior Subordinated Secured Obligations have been paid in full, to the 1997 Trustee), all the certificates representing the Pledged Stock and all other documents and instruments evidencing or relating to the Collateral then remaining in the possession of the Collateral Agent, together with any necessary instruments of assignment or transfer pertaining thereto. Each Pledgor agrees to give written notice to each of the 1996 Trustee and the 1997 Trustee of the payment in full of the Senior Payout Date Secured Obligations and the termination or expiration of the Commitments within three business days thereof, and, after receipt of such notice, the Senior Subordinated Secured Parties (unless the Senior Subordinated Payout Date has occurred) or (if the Senior Subordinated Payout Date has occurred) the Junior Subordinated Secured Parties agree to promptly give written notice to the Collateral Agent requesting delivery of the Pledged Stock and such other documents and instrumentsStock. In no event shall the Collateral Agent relinquish control over such certificates representing the Pledged Stock or any such other documents and instruments after the Senior Payout DateSecured Obligations have been paid in full and the Commitments under the Credit Agreement shall have terminated or expired, except as set forth in this Section or Section 11(c). (b) Unless the 1996 Trustee has theretofore received a written notice from the 1997 Trustee to the effect that the Junior Subordinated Secured Obligations have been paid in full, if the 1996 Trustee shall have resigned as successor collateral agent hereunder, not later than the tenth business day following the Senior Subordinated Payout Date, the 1996 Trustee will deliver at the cost and expense of the Pledgors, directly to the successor collateral agent appointed in accordance with Section 15(h) or, if prior to such tenth business day the 1996 Trustee shall not have received notification of the identity of such successor collateral agent, to the 1997 Trustee, all the certificates representing the Pledged Stock and all other documents and instruments evidencing or relating to the Collateral then remaining in the possession of the 1996 Trustee, together with any necessary instruments of assignment or transfer pertaining thereto. Each Pledgor agrees to give written notice to the 1997 Trustee of the Senior Subordinated Payout Date within three business days thereof, and, after receipt of such notice, the Junior Subordinated Secured Parties agree to promptly give written notice to the 1996 Trustee requesting delivery of the Pledged Stock and such other documents and instruments. In no event shall the 1996 Trustee relinquish control over such certificates representing the Pledged Stock or any such other documents and instruments after the Senior Subordinated Payout Date, except as set forth in this Section or in Section 11(c). (c) In taking any action hereunder (including the giving of consents and waivers hereunder) prior to the indefeasible payment in full of the Senior Payout DateSecured Obligations and the termination or expiration of the Commitments, the Collateral Agent shall not be obligated to consider the interests of the Subordinated Secured Parties except as set forth in Section Paragraph 12(a) or Section 21. In taking any action hereunder (including the giving of consents and waivers hereunder) prior to the Senior Subordinated Payout Date, the 1996 Trustee, or its designee, shall not be obligated to consider the interests of the Junior Subordinated Secured Parties except as set forth in Section 12(b) or Section Paragraph 21.