Common use of Protect Collateral; Further Assurances, etc Clause in Contracts

Protect Collateral; Further Assurances, etc. The Pledgor will not sell, assign, transfer, pledge, or encumber in any other manner the Collateral (except in favor of the Agent hereunder), except for a Permitted Disposition thereof. In the event of a Permitted Disposition of Collateral hereunder which is effected in compliance with the terms of the Credit Agreement, the Agent shall release its lien and security interest in respect of the Collateral so disposed of upon request therefor made by the Pledgor. The Pledgor will warrant and defend the right and title herein granted unto the Agent in and to the Collateral (and all right, title, and interest represented by the Collateral) against the claims and demands of all Persons whomsoever. The Pledgor agrees that at any time, and from time to time, at the expense of the Pledgor, the Pledgor will promptly execute and deliver all further instruments, and take all further action, that may be necessary or desirable, or that the Agent may reasonably request, in order to perfect and protect any security interest granted or purported to be granted hereby or to enable the Agent to exercise and enforce its rights and remedies hereunder with respect to any Collateral. The Pledgor will not permit any Pledged Interest Issuer to issue any capital stock or other ownership interests unless the same is immediately delivered in pledge to the Agent hereunder.

Protect Collateral; Further Assurances, etc. The Except for the second priority Lien in favor of the trustee under the Senior Secured Discount Notes Indenture and the third priority Lien granted to the Administrative Agent under the Parent Pledge Agreement of even date herewith for the benefit of the Current Assets Secured Parties, the Pledgor will not sell, assign, transfer, pledge, pledge or encumber in any other manner the Collateral (except in favor of the Administrative Agent hereunder), except for a Permitted Disposition thereof. In the event of a Permitted Disposition of Collateral hereunder which is effected in compliance with the terms or as permitted under Section 7.2.3 of the Credit Agreement, the Agent shall release its lien and security interest in respect of the Collateral so disposed of upon request therefor made by the Pledgor). The Pledgor will warrant and defend the right and title herein granted unto the Administrative Agent in and to the Collateral (and all right, title, title and interest represented by the Collateral) against the claims and demands of all Persons whomsoever. The Pledgor agrees that at any time, and from time to time, at the expense of the Pledgor, the Pledgor will promptly execute and deliver all further instruments, and take all further action, that may be necessary or desirable, or that the Administrative Agent may reasonably request, in order to perfect and protect any security interest granted or purported to be granted hereby or to enable the Administrative Agent to exercise and enforce its rights and remedies hereunder with respect to any Collateral. The Pledgor will not permit any Pledged Interest Share Issuer to issue any capital stock or other ownership interests Capital Securities unless the same is are immediately delivered in pledge and pledged to the Administrative Agent hereunder.

Protect Collateral; Further Assurances, etc. The Each Pledgor covenants and agrees that it will not sell, assign, transfer, pledge, or encumber in any other manner the Collateral (except in favor of the Administrative Agent hereunder), except for a Permitted Disposition thereof. In the event of a Permitted Disposition of Collateral hereunder which is effected in compliance with the terms of the Credit Agreement, the Agent shall release its lien and security interest in respect of the Collateral so disposed of upon request therefor made by the Pledgor. The Each Pledgor will warrant and defend the right and title herein granted unto the Administrative Agent in and to the Collateral (and all right, title, and interest represented by the Collateral) against the claims and demands of all Persons whomsoeverother Persons. The Each Pledgor agrees that at any time, and from time to time, at the expense of the such Pledgor, the Pledgor it will promptly execute and deliver all further instruments, and take all further action, that may be necessary or desirable, or that the Administrative Agent may reasonably request, in order to perfect and protect any security interest granted or purported to be granted hereby or to enable the Administrative Agent to exercise and enforce its rights and remedies hereunder with respect to any Collateral. The Pledgor will not permit not, without thirty (30) days' prior written notice to the Administrative Agent, (i) change its name or structure so as to make any Pledged Interest Issuer to issue any capital stock financing or other ownership interests unless statement filed pursuant to this Pledge Agreement become seriously misleading or (ii) change the same jurisdiction in which it is immediately delivered located to other than those specified in pledge to the Agent hereunder.SECTION

Protect Collateral; Further Assurances, etc. The Except for the first priority Lien in favor of the Administrative Agent for the benefit of the Fixed Assets Secured Parties and the second priority Lien in favor of the trustee under the Senior Secured Discount Notes Indenture, the Pledgor will not sell, assign, transfer, pledge, pledge or encumber in any other manner the Collateral (except in favor of the Administrative Agent hereunder), except for a Permitted Disposition thereof. In the event of a Permitted Disposition of Collateral hereunder which is effected in compliance with the terms or as permitted under Section 7.2.3 of the Credit Agreement, the Agent shall release its lien and security interest in respect of the Collateral so disposed of upon request therefor made by the Pledgor). The Pledgor will warrant and defend the right and title herein granted unto the Administrative Agent in and to the Collateral (and all right, title, title and interest represented by the Collateral) against the claims and demands of all Persons whomsoever. The Pledgor agrees that at any time, and from time to time, at the expense of the Pledgor, the Pledgor will promptly execute and deliver all further instruments, and take all further action, that may be necessary or desirable, or that the Administrative Agent may reasonably request, in order to perfect and protect any security interest granted or purported to be granted hereby or to enable the Administrative Agent to exercise and enforce its rights and remedies hereunder with respect to any Collateral. The Pledgor will not permit any Pledged Interest Share Issuer to issue any capital stock or other ownership interests Capital Securities unless the same is are immediately delivered in pledge and pledged to the Administrative Agent hereunder.

Protect Collateral; Further Assurances, etc. The Pledgor will not sell, assign, transfer, pledge, or encumber in any other manner the Collateral (except in favor of the Agent Lender hereunder), except for a Permitted Disposition thereof. In the event of a Permitted Disposition of Collateral hereunder which is effected in compliance with the terms of the Credit Agreement, the Agent shall release its lien and security interest in respect of the Collateral so disposed of upon request therefor made by the Pledgor. The Pledgor will warrant and defend the right and title herein granted unto the Agent Lender in and to the Collateral (and all right, title, and interest represented by the Collateral) against the claims and demands of all Persons whomsoever. The Pledgor agrees that at any time, and from time to time, at the expense of the Pledgor, the Pledgor will promptly execute and deliver all further instruments, and take all further action, that may be necessary or desirable, or that the Agent Lender may reasonably request, in order to perfect and protect any security interest granted or purported to be granted hereby or to enable the Agent Lender to exercise and enforce its rights and remedies hereunder with respect to any Collateral. The Pledgor agrees that without the prior written consent of Lender, in its sole and absolute discretion, it will not permit vote the Partnership Interest in a way that allows the Partnership, to (i) enter into any Pledged Interest Issuer to issue employment contracts, (ii) make any capital stock or other ownership interests unless the same is immediately delivered in pledge amendments to the Agent hereundercertificate of formation or limited liability company agreement of the Partnership, or (iii) enter in any other agreements which, in the opinion of Lender, in its sole and absolute discretion, will reduce the value of the Pledged Collateral.

Protect Collateral; Further Assurances, etc. The Pledgor Except as permitted by the Combined Loan Documents, the Pledgors will not sell, assignassign (by operation of law or otherwise), transfer, pledge, or encumber in any other manner the Collateral (except in favor or otherwise dispose of the Agent hereunder), except for a Permitted Disposition thereofPledged Collateral. In the event of a Permitted Disposition of Collateral hereunder which is effected in compliance with the terms of the Credit Agreement, the Agent shall release its lien and security interest in respect of the Collateral so disposed of upon request therefor made by the Pledgor. The Each Pledgor will warrant and defend the right and title (subject to Permitted Encumbrances) herein granted unto the Collateral Agent in and to the Pledged Collateral (and all right, title, and interest represented by the Collateral) against the claims and demands of all Persons whomsoever. The Each Pledgor agrees that at any time, and from time to time, at the reasonable expense of the such Pledgor, the such Pledgor will promptly execute and and/or deliver all further instruments, and take all further action, action that may be reasonably necessary or desirable, or that the Collateral Agent may reasonably request, in order to perfect and perfect, preserve or protect any security interest granted or purported to be granted hereby by such Pledgor, or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any CollateralPledged Collateral of such Pledgor. The Each Pledgor will not permit agrees that, upon the acquisition after the date hereof by such Pledgor of any Pledged Interest Issuer Collateral with respect to issue which the security interest granted hereunder is not perfected automatically upon such acquisition, to take such actions with respect to such Pledged Collateral or any capital stock or other ownership interests unless part thereof as required by the same is immediately delivered in pledge to the Agent hereunderLoan Documents.

Protect Collateral; Further Assurances, etc. The Except for the second priority Lien in favor of the Trustee on the Capital Securities of each Borrower other than the Company and the second priority Lien in favor of the trustee under the Senior Secured Discount Notes Indenture on the Capital Securities of the Company, no Pledgor will not sell, assign, transfer, pledge, or encumber in any other manner the Collateral (except in favor of the Administrative Agent hereunder), except for a Permitted Disposition thereof. In the event of a Permitted Disposition of Collateral hereunder which is effected in compliance with the terms or as permitted under Section 7.2.3 and 7.2.11 of the Credit Agreement, the Agent shall release its lien and security interest in respect of the Collateral so disposed of upon request therefor made by the Pledgor). The Each Pledgor will warrant and defend the right and title herein granted unto the Administrative Agent in and to the Collateral (and all right, title, title and interest represented by the Collateral) against the claims and demands of all Persons whomsoever. The Each Pledgor agrees that at any time, and from time to time, at the expense of the such Pledgor, the such Pledgor will promptly execute and deliver all further instruments, and take all further action, that may be necessary or desirable, or that the Administrative Agent may reasonably request, in order to perfect and protect any security interest granted or purported to be granted hereby or to enable the Administrative Agent to exercise and enforce its rights and remedies hereunder with respect to any Collateral. The No Pledgor will not permit any Pledged Interest Share Issuer to issue any capital stock or other ownership interests Capital Securities unless the same is are immediately delivered in pledge and pledged to the Administrative Agent hereunder.

Protect Collateral; Further Assurances, etc. The No Pledgor will not sell, assign, transfer, pledge, or encumber in any other manner the Collateral (except in favor of the Agent hereunderAgent), except for a Permitted Disposition thereof. In the event of a Permitted Disposition of Collateral hereunder which is effected in compliance with the terms of the Credit Agreement, the Agent shall release its lien and security interest in respect of the Collateral so disposed of upon request therefor made by the Pledgor. The Each Pledgor will warrant and defend the right and title herein granted unto the Agent in and to the Collateral (and all right, title, and interest represented by the Collateral) against the claims and demands of all Persons whomsoever. The Each Pledgor agrees that at any time, and from time to time, at the expense of the such Pledgor, the such Pledgor will promptly execute and deliver all further instruments, and take all further action, that may be necessary or desirablenecessary, or that the Agent may reasonably request, in order to perfect and protect any security interest granted or purported to be granted hereby or to enable the Agent to exercise and enforce its rights and remedies hereunder with respect to any Collateral. The Pledgor will not permit any Pledged Interest Share Issuer to issue any capital stock or other ownership interests unless the same (or, in the case of a Pledged Share Issuer that is an Excluded Foreign Subsidiary, 66% of the same that is voting capital stock (subject to Section 7.1.9 of the Credit Agreement)) is immediately delivered in pledge to the Agent hereunder.

Protect Collateral; Further Assurances, etc. The Each Pledgor covenants and agrees that it will not sell, assign, transfer, pledge, or encumber in any other manner the Collateral (except in favor of the Administrative Agent hereunder), except for a Permitted Disposition thereof. In the event of a Permitted Disposition of Collateral hereunder which is effected in compliance with the terms of the Credit Agreement, the Agent shall release its lien and security interest in respect of the Collateral so disposed of upon request therefor made by the Pledgor. The Each Pledgor will warrant and defend the right and title herein granted unto the Administrative Agent in and to the Collateral (and all right, title, and interest represented by the Collateral) against the claims and demands of all Persons whomsoeverother Persons. The Each Pledgor agrees that at any time, and from time to time, at the expense of the such Pledgor, the Pledgor it will promptly execute and deliver all further instruments, and take all further action, that may be necessary or desirable, or that the either Administrative Agent may reasonably request, in order to perfect and protect any security interest granted or purported to be granted hereby or to enable the Administrative Agent to exercise and enforce its their rights and remedies hereunder with respect to any Collateral. The Pledgor will not permit not, without thirty (30) days' prior written notice to the Administrative Agent, (i) change its name or structure so as to make any Pledged Interest Issuer to issue any capital stock financing or other ownership interests unless statement filed pursuant to this Pledge Agreement become seriously misleading or (ii) change the same jurisdiction in which it is immediately delivered located to other than those specified in pledge to the Agent hereunder.SECTION

Protect Collateral; Further Assurances, etc. The Pledgor will shall not sell, assign, transfer, pledge, pledge or encumber in any other manner the Collateral (except in favor of the Agent Pledgee hereunder), except for a Permitted Disposition thereof. In the event of a Permitted Disposition of Collateral hereunder which is effected in compliance with the terms of the Credit Agreement, the Agent shall release its lien and security interest in respect of the Collateral so disposed of upon request therefor made by the Pledgor. The Pledgor will warrant and defend the right right, title and title security interest herein granted unto to the Agent Pledgee in and to the Collateral (and all right, title, title and interest represented repre­sented by the Collateral) against the claims and demands of all Persons whomsoever. The Pledgor agrees that at any time, and from time to time, at the expense of the Pledgor, the Pledgor will promptly execute and deliver all further instruments, and take all further action, that may be necessary or desirablenecessary, or that the Agent Pledgee may reasonably request, in order to perfect and protect any security interest granted or purported to be granted hereby or to enable the Agent Pledgee to exercise and enforce its rights and remedies hereunder with respect to any Collateral. The Pledgor will , including, but not permit any Pledged Interest Issuer to issue any capital stock or other ownership interests unless the same is immediately delivered in pledge limited to the Agent filing any financing or continuation statements under the U.C.C. with respect to the security interest granted hereunder. Pledgor also hereby authorizes Pledgee to file any such financing or continuation statement without the signature of Pledgor to the extent permitted by applicable law.

Protect Collateral; Further Assurances, etc. The Pledgor covenants and agrees that it will not sell, assign, transfer, pledge, or encumber in any other manner the Collateral (except in favor of the Administrative Agent hereunder), except for a Permitted Disposition thereof. In the event of a Permitted Disposition of Collateral hereunder which is effected in compliance with the terms of the Credit Agreement, the Agent shall release its lien and security interest in respect of the Collateral so disposed of upon request therefor made by the Pledgor. The Pledgor will warrant and defend the right and title herein granted unto the Administrative Agent in and to the Collateral (and all right, title, and interest represented by the Collateral) against the claims and demands of all Persons whomsoeverother Persons. The Pledgor agrees that at any time, and from time to time, at the expense of the Pledgor, the Pledgor it will promptly execute and deliver all further instruments, and take all further action, that may be necessary or desirable, or that the either Administrative Agent may reasonably request, in order to perfect and protect any security interest granted or purported to be granted hereby or to enable the Administrative Agent to exercise and enforce its their rights and remedies hereunder with respect to any Collateral. The Pledgor will not permit not, without thirty (30) days' prior written notice to the Administrative Agent, (i) change its name or structure so as to make any Pledged Interest Issuer to issue any capital stock financing or other ownership interests unless statement filed pursuant to this Pledge Agreement become seriously misleading or (ii) change the same jurisdiction in which it is immediately delivered located to other than those specified in pledge to the Agent hereunder.SECTION

Protect Collateral; Further Assurances, etc. The Pledgor covenants and agrees that it will not sell, assign, transfer, pledge, or encumber in any other manner the Collateral (except in favor of the Administrative Agent hereunder), except for a Permitted Disposition thereof. In the event of a Permitted Disposition of Collateral hereunder which is effected in compliance with the terms of the Credit Agreement, the Agent shall release its lien and security interest in respect of the Collateral so disposed of upon request therefor made by the Pledgor. The Pledgor will warrant and defend the right and title herein granted unto the Administrative Agent in and to the Collateral (and all right, title, and interest represented by the Collateral) against the claims and demands of all Persons whomsoeverother Persons. The Pledgor agrees that at any time, and from time to time, at the expense of the Pledgor, the Pledgor it will promptly execute and deliver all further instruments, and take all further action, that may be necessary or desirable, or that the Administrative Agent may reasonably request, in order to perfect and protect any security interest granted or purported to be granted hereby or to enable the Administrative Agent to exercise and enforce its rights and remedies hereunder with respect to any Collateral. The Pledgor will not permit not, without thirty (30) days' prior written notice to the Administrative Agent, (i) change its name or structure so as to make any Pledged Interest Issuer to issue any capital stock financing or other ownership interests unless statement filed pursuant to this Pledge Agreement become seriously misleading or (ii) change the same jurisdiction in which it is immediately delivered located to other than those specified in pledge to the Agent hereunder.SECTION