Common use of Obligations of the Pledgor Clause in Contracts

Obligations of the Pledgor. The Pledgor further represents, warrants and covenants to the Secured Party that: (a) The Pledgor will not sell, transfer or convey any interest in, or suffer or permit any lien or encumbrance to be created upon or with respect to, any of the FMARC Collateral (other than the Senior Security Interests or the security interests created under this Pledge Agreement and the DIP Pledge) during the term of this Pledge Agreement, without the prior written consent of the Secured Party. (b) On and after the date hereof, the Pledgor will not, and will not cause or permit the FMARC Entities or any affiliate of the Pledgor or of the FMARC Entities to, enter into any new agreement or arrangement with FSA for the insurance of any securitization by FSA or the cross-collateralization of any such securitization with the presently existing securitizations, without the prior written consent of the Secured Party. (c) The Pledgor will, at its own expense, at any time and from time to time at the request of the Collateral Agent on behalf of the Secured Party or the Secured Party, at such time as the Senior Obligations shall have been paid in full, do, make, procure, execute and deliver all acts, things, writings, assurances and other documents as may be reasonably proposed by the Collateral Agent or the Secured Party to preserve, establish, demonstrate or enforce the rights, interests and remedies of the Collateral Agent or the Secured Party as created by, provided in, or emanating from this Pledge Agreement, in each case subject to the rights of the 7 Senior Creditors for so long as the Senior Security Interests shall continue. (d) The Pledgor will not take any action which would cause the FMARC Entities to issue any other capital stock without the prior written consent of the Secured Party, subject to the rights of the Senior Creditors for so long as the Senior Security Interests shall continue. Any such issuance shall be subject to the rights of the Secured Party under this Pledge Agreement and the Senior Creditors under the Senior Pledge Agreements for so long as the Senior Security Interests shall continue. (e) The Pledgor will not consent to any amendment to the articles of incorporation of the FMARC Entities without the prior written consent of the Secured Party, which consent shall not be unreasonably withheld or delayed.

Obligations of the Pledgor. The Pledgor further represents, warrants warrants, and covenants to the Secured Party Pledgee that: (a) The Except as set forth on Schedule A hereto, the Pledgor will not not, without the prior written consent of the Pledgee, sell, transfer or convey any interest in, or suffer or permit any lien or encumbrance to be created upon Lien on or with respect to, any of the FMARC Collateral (other than the Senior Security Interests or the security interests as created under this Pledge Agreement and the DIP PledgeAgreement) during the term of this Pledge Agreement, without the prior written consent of the Secured Party.; (b) On and after Simultaneously with the date hereofexecution of this Agreement, the Pledgor will notdeliver to the Pledgee all instruments and stock certificates representing the Pledged Shares, and will not cause together with appropriate undated instruments of transfer or permit the FMARC Entities or any affiliate of assignment duly executed in blank. In addition, the Pledgor shall promptly deliver to the Pledgee stock certificates or other documents representing any Collateral acquired or received after the date of the FMARC Entities to, enter into any new agreement or arrangement with FSA for the insurance of any securitization by FSA or the cross-collateralization of any such securitization with the presently existing securitizations, without the prior written consent of the Secured Party.this Agreement; (c) The Pledgor will, at its own expense, at any time and from time to time at the request of the Collateral Agent on behalf of the Secured Party or the Secured Party, at such time as the Senior Obligations shall have been paid in fullPledgee, do, make, procure, execute and deliver all acts, things, writings, assurances and other documents as may be reasonably proposed requested by the Collateral Agent or the Secured Party Pledgee to further enhance, preserve, establish, demonstrate demonstrate, perfect or enforce the Pledgee's rights, interests interest and remedies of the Collateral Agent or the Secured Party as created by, provided in, in or emanating from this Pledge Agreement, in each case subject to the rights of the 7 Senior Creditors for so long as the Senior Security Interests shall continue.; (d) The Pledgor will not take Pledgor, at its own expense, shall defend the Collateral against all claims of any action which would cause kind or nature at any time by any Person claiming the FMARC Entities same or any interest therein adverse to issue any other capital stock without the prior written consent interests of the Secured Party, subject to the rights of the Senior Creditors for so long as the Senior Security Interests shall continue. Any such issuance shall be subject to the rights of the Secured Party under this Pledge Agreement and the Senior Creditors under the Senior Pledge Agreements for so long as the Senior Security Interests shall continue.Pledgee; (e) The Except as otherwise required by law, the Pledgor will not consent to any amendment agrees that, with respect to the articles Collateral, the Pledgee does not have any obligation to preserve its rights against prior or third parties; and (f) The Pledgee's only duty with respect to the Collateral delivered to it shall be to use reasonable care in the custody and preservation of incorporation such Collateral, and the Pledgor agrees that if the Pledgee accords such Collateral substantially the same kind of care as it accords its own property, such care shall conclusively be deemed reasonable. In the event that all or any part of the FMARC Entities Collateral consists of Instruments and that all or any part of such Instruments are lost, destroyed or wrongfully taken while such Instruments are in the possession of the Pledgee, the Pledgor agrees that it will use its best efforts to cause the delivery of new Instruments in place of the lost, destroyed or wrongfully taken Instruments upon request therefor by the Pledgee, without the prior written consent necessity of any indemnity bond or other security, other than the Secured Party, which consent shall not be unreasonably withheld or delayedPledgee's agreement of indemnity upon usual and customary terms therefor.