Common use of Subsequently Acquired Securities Clause in Contracts

Subsequently Acquired Securities. If any Pledgor shall acquire (by purchase, stock dividend or otherwise) any additional Securities at any time or from time to time after the date hereof, such Pledgor will forthwith pledge and deposit such Securities (or certificates or instruments representing such Securities) as security with the Pledgee and deliver to the Pledgee certificates or instruments thereof, duly endorsed in blank in the case of Notes and accompanied by undated stock or other powers duly executed in blank by such Pledgor (and accompanied by any transfer tax stamps required in connection with the pledge of such Securities) in the case of Stock, Partnership Interests or Membership Interests, as the case may be, or such other instruments of transfer as are acceptable to the Pledgee, and will promptly thereafter deliver to the Pledgee a certificate executed by a principal executive officer of such Pledgor describing such Securities and certifying that the same have been duly pledged with the Pledgee hereunder. No Pledgor shall be required at any time to pledge hereunder (x) any Stock which is more than 65% of the total combined voting power of all classes of capital stock of any Foreign Corporation entitled to vote or (y) any promissory notes issued to such Pledgor by any Subsidiary of such Pledgor which is a Foreign Corporation.

Subsequently Acquired Securities. If any the Pledgor shall -------------------------------- acquire (by purchase, stock dividend or otherwise) any additional Securities at any time or from time to time after the date hereof, such the Pledgor will forthwith promptly thereafter pledge and deposit such Securities (or certificates or instruments representing such Securities) as security with the Pledgee Collateral Agent and deliver to the Pledgee Collateral Agent certificates or instruments thereoftherefor, duly endorsed in blank in the case of Notes promissory notes, and accompanied by undated stock or other powers duly executed in blank by such the Pledgor (and accompanied by any transfer tax stamps required in connection with the pledge of such Securities) in the case of Stock, Partnership Interests or Membership Interests, as the case may becapital stock, or such other instruments of transfer as are reasonably acceptable to the PledgeeCollateral Agent, and will promptly thereafter deliver to the Pledgee Collateral Agent a certificate executed by a principal executive officer of such the Pledgor describing such Securities and certifying that the same have has been duly pledged with the Pledgee Collateral Agent hereunder. No Subject to the last sentence of Section 2, the Pledgor shall not be required at any time to pledge hereunder (x) any Stock promissory notes issued to the Pledgor by a Subsidiary which is a Foreign Corporation or more than 65% of the total combined voting power of all classes of capital stock of any Foreign Corporation entitled to vote or (y) any promissory notes issued to such Pledgor by any Subsidiary of such Pledgor which is a Foreign Corporationvote.

Subsequently Acquired Securities. If any Pledgor shall acquire (by purchase, stock dividend or otherwise) any additional Securities at any time or from time to time after the date hereof, such Pledgor will forthwith promptly thereafter (and in any event within five Business Days) pledge and deposit such Securities (or certificates or instruments representing such Securities) as security with the Pledgee Collateral Agent and deliver to the Pledgee Collateral Agent certificates or instruments thereoftherefor, duly endorsed in blank in the case of Notes promissory notes, and accompanied by undated stock or other powers duly executed in blank by such Pledgor (and accompanied by any transfer tax stamps required in connection with the pledge of such Securities) in the case of Stock, Partnership Interests or Membership Interests, as the case may becapital stock, or such other instruments of transfer as are reasonably acceptable to the PledgeeCollateral Agent, and will promptly thereafter (and in any event within five Business Days) deliver to the Pledgee Collateral Agent a certificate pledge amendment duly executed by a principal executive officer of such Pledgor in substantially the form of Exhibit 1 hereto (each, a "Pledge Amendment") describing such Securities and certifying that the same have been duly pledged with the Pledgee Collateral Agent hereunder. No Subject to the last sentence of Section 2, no Pledgor shall be required at any time to pledge hereunder (x) any Stock promissory notes issued to such Pledgor by a Subsidiary which is a Foreign Corporation or Foreign Non-Corporate Entity or more than 65% of the total combined voting power of all classes of capital stock or other interests of any Foreign Corporation or Foreign Non-Corporate Entity entitled to vote or (y) any promissory notes issued to such Pledgor by any Subsidiary of such Pledgor which is a Foreign Corporationvote.

Subsequently Acquired Securities. If any Pledgor shall acquire -------------------------------- (by purchase, stock dividend or otherwise) any additional Securities at any time or from time to time after the date hereof, such Pledgor will forthwith pledge and deposit such Securities (or certificates or instruments representing such Securities) as security with the Pledgee and deliver to the Pledgee certificates therefor or instruments thereof, duly endorsed in blank in the case of Notes and accompanied by undated stock or other powers duly executed in blank by such Pledgor (and accompanied by any transfer tax stamps required in connection with the pledge of such Securities) in the case of Stock, Partnership Interests or Membership Interests, as the case may be, or such other instruments of transfer as are acceptable to the Pledgee, and will promptly thereafter deliver to the Pledgee a certificate executed by a principal executive officer any Authorized Officer of such Pledgor describing such Securities and certifying that the same have been duly pledged with the Pledgee hereunder. No Subject to the last sentence of Section 2 hereof, no Pledgor shall be required at any time to pledge hereunder (x) any Stock which is more than 65% of the total combined voting power of all classes of capital stock of any Foreign Corporation entitled to vote or (y) any promissory notes (including Intercompany Notes) issued to such Pledgor by any Subsidiary of such Pledgor which is a Foreign Corporation.

Subsequently Acquired Securities. If any Pledgor shall acquire -------------------------------- (by purchase, stock dividend or otherwise) any additional Securities at any time or from time to time after the date hereof, such Pledgor will forthwith pledge and deposit such Securities (or certificates or instruments representing such Securities) as security with the Pledgee and deliver to the Pledgee certificates or instruments thereof, duly endorsed in blank in the case of Notes and accompanied by undated stock or other powers duly executed in blank by such Pledgor (and accompanied by any transfer tax stamps required in connection with the pledge of such Securities) in the case of Stock, Partnership Interests or Membership Interests, as the case may be, or such other instruments of transfer as are acceptable to the Pledgee, and will promptly thereafter deliver to the Pledgee a certificate executed by a principal executive officer of such Pledgor describing such Securities and certifying that the same have been duly pledged with the Pledgee hereunder. No Pledgor shall be required at any time to pledge hereunder (x) any Stock Securities which is constitute more than 65% of the total combined voting power of all classes of capital stock ownership interests of any Exempted Foreign Corporation Corporation, Foreign Partnership or Foreign LLC, as the case may be, entitled to vote or (y) any promissory notes issued to such Pledgor by any Subsidiary of such Pledgor which is a Foreign Corporationvote.

Subsequently Acquired Securities. If any Pledgor shall acquire (by purchase, stock dividend or otherwise) any additional Securities at any time or from time to time after the date hereof, such Pledgor will forthwith promptly thereafter (and in any event within five Business Days) pledge and deposit such Securities (or certificates or instruments representing such Securities) as security with the Pledgee Collateral Agent and deliver to the Pledgee Collateral Agent certificates or instruments thereoftherefor, duly endorsed in blank in the case of Notes promissory notes, and accompanied by undated stock or other powers duly executed in blank by such Pledgor (and accompanied by any transfer tax stamps required in connection with the pledge of such Securities) in the case of Stock, Partnership Interests or Membership Interests, as the case may becapital stock, or such other instruments of transfer as are reasonably acceptable to the PledgeeCollateral Agent, and will promptly thereafter (and in any event within five Business Days) deliver to the Pledgee Collateral Agent a certificate pledge amendment duly executed by a principal executive officer of such Pledgor in substantially the form of Exhibit 1 hereto (each, a “Pledge Amendment”) describing such Securities and certifying that the same have been duly pledged with the Pledgee Collateral Agent hereunder. No Subject to the last sentence of Section 2, no Pledgor shall be required at any time to pledge hereunder (x) any Stock promissory notes issued to such Pledgor by a Subsidiary which is a Foreign Corporation or Foreign Non-Corporate Entity or more than 65% of the total combined voting power of all classes of capital stock or other interests of any Foreign Corporation or Foreign Non-Corporate Entity entitled to vote or (y) any promissory notes issued to such Pledgor by any Subsidiary of such Pledgor which is a Foreign Corporationvote.

Subsequently Acquired Securities. If any the Pledgor shall acquire (by purchase, stock dividend or otherwise) any additional Securities at any time or from time to time after the date hereof, such the Pledgor will forthwith promptly thereafter (and in any event within five Business Days) pledge and deposit such Securities (or certificates or instruments representing such Securities) as security with the Pledgee Collateral Agent and deliver to the Pledgee Collateral Agent certificates or instruments thereoftherefor, duly endorsed in blank in the case of Notes promissory notes, and accompanied by undated stock or other powers duly executed in blank by such the Pledgor (and accompanied by any transfer tax stamps required in connection with the pledge of such Securities) in the case of Stock, Partnership Interests or Membership Interests, as the case may becapital stock, or such other instruments of transfer as are reasonably acceptable to the PledgeeCollateral Agent, and will promptly thereafter (and in any event within five Business Days) deliver to the Pledgee Collateral Agent a certificate pledge amendment duly executed by a principal executive officer of such the Pledgor substantially in the form of Exhibit 1 hereto (each, a "Pledge Amendment"), describing such Securities and certifying that the same have has been duly pledged with the Pledgee Collateral Agent hereunder. No Subject to the last sentence of Section 2, the Pledgor shall not be required at any time to pledge hereunder (x) any Stock promissory notes issued to the Pledgor by a Subsidiary which is a Foreign Corporation or a Foreign Non-Corporate Entity or more than 65% of the total combined voting power of all classes of capital stock or other interests of any Foreign Corporation or Foreign Non-Corporate Entity entitled to vote or (y) any promissory notes issued to such Pledgor by any Subsidiary of such Pledgor which is a Foreign Corporationvote.

Subsequently Acquired Securities. If any Pledgor shall acquire (by purchase, stock dividend or otherwise) any additional Securities at any time or from time to time after the date hereof, such the Pledgor will forthwith pledge and deposit such Securities (or certificates or instruments representing such Securities) as security with the Pledgee and deliver to the Pledgee certificates therefor or instruments thereof, duly endorsed in blank in the case of Notes and accompanied by undated stock or other powers duly executed in blank by such Pledgor (and accompanied by any transfer tax stamps required in connection with the pledge of such Securities) in the case of Stock, Partnership Interests or Membership Interests, as the case may be, or such other instruments of transfer as are acceptable to the Pledgee, and will promptly thereafter deliver to the Pledgee a certificate executed by any of the Chairman of the Board, the Chief Financial Officer, the President, a principal executive officer Vice Chairman, any Vice President or the Treasurer of such Pledgor describing such Securities and certifying that the same have been duly pledged with the Pledgee hereunder. No Subject to the last sentence of Section 2 hereof, no Pledgor shall be required at any time to pledge hereunder (x) any Stock which is more than 65% of the total combined voting power of all classes of capital stock of any Foreign Corporation entitled to vote or (y) any promissory notes issued to such Pledgor by any Subsidiary of such Pledgor which is a Foreign Corporation.

Subsequently Acquired Securities. If any the Pledgor shall acquire (by purchase, stock dividend or otherwise) any additional Securities at any time or from time to time after the date hereof, such the Pledgor will forthwith promptly thereafter (and in any event within five Business Days) pledge and deposit such Securities (or certificates or instruments representing such Securities) as security with the Pledgee Collateral Agent and deliver to the Pledgee Collateral Agent certificates or instruments thereoftherefor, duly endorsed in blank in the case of Notes and accompanied by undated stock or other powers duly executed in blank by such the Pledgor (and accompanied by any transfer tax stamps required in connection with the pledge of such Securities) in the case of Stock, Partnership Interests or Membership Interests, as the case may becapital stock, or such other instruments of transfer as are reasonably acceptable to the PledgeeCollateral Agent, and will promptly thereafter (and in any event within five Business Days) deliver to the Pledgee Collateral Agent a certificate pledge amendment duly executed by a principal executive officer of such the Pledgor in substantially the form of Exhibit 1 hereto (each, a “Pledge Amendment”) describing such Securities and certifying that the same have been duly pledged with the Pledgee Collateral Agent hereunder. No Subject to the last sentence of Section 2, no Pledgor shall be required at any time to pledge hereunder (x) any Stock which is more than 65% of the total combined voting power of all classes of capital stock or other interests of any Foreign Corporation or Foreign Non-Corporate Entity entitled to vote or (y) any promissory notes issued to such Pledgor by any Subsidiary of such Pledgor which is a Foreign Corporationvote.

Subsequently Acquired Securities. If any Pledgor shall acquire (by purchase, stock dividend or otherwise) any additional Securities at any time or from time to time after the date hereof, such Securities shall automatically (and without any further action being required to be taken) be subject to the pledge and security interests created pursuant to Section 3.1(a) and, furthermore, such Pledgor will forthwith pledge deliver and deposit such Securities (or certificates or instruments representing such Securities) as security with the Pledgee and deliver to the Pledgee certificates therefor or instruments thereof, and accompanied by undated stock powers duly endorsed executed in blank in the case of Notes and accompanied by undated stock or other powers duly executed in blank by such Pledgor (and accompanied by any transfer tax stamps required in connection with the pledge of such Securities) in the case of Stock, Limited Liability Company Interests or Partnership Interests or Membership Interests, as the case may be, or such other instruments of transfer as are reasonably acceptable to the Pledgee, and will promptly thereafter deliver to the Pledgee a certificate executed by a principal executive officer any Authorized Officer of such Pledgor describing such Securities and certifying that the same have been duly pledged with the Pledgee hereunder. No Pledgor shall be required at Subject to the last sentence of Section 2(a) hereof, any time to pledge hereunder (x) any of Voting Stock which is more than 65% of the total combined voting power of all classes of capital stock of any Foreign Corporation entitled shall be subject to vote or the provisions of part (yA) any promissory notes issued of the proviso to such Pledgor by any Subsidiary clause (i)(y) of such Pledgor which is a Foreign CorporationSection 2(a) hereof.

Subsequently Acquired Securities. If any Pledgor shall acquire (by purchase, stock dividend or otherwise) any additional Securities at any time or from time to time after the date hereof, such Pledgor will forthwith pledge and deposit such Securities (or certificates or instruments representing such Securities) as security with the Pledgee and deliver to the Pledgee certificates therefor or instruments thereof, duly endorsed in blank in the case of Notes and accompanied by undated stock or other powers duly executed in blank by such Pledgor (and accompanied by any transfer tax stamps required in connection with the pledge of such Securities) in the case of Stock, Partnership Interests or Membership Interests, as the case may be, or such other instruments of transfer as are acceptable to the Pledgee, and will promptly thereafter deliver to the Pledgee a certificate executed by any of the Chairman of the Board, the Chief Financial Officer, the President, a principal executive officer Vice Chairman, any Vice President or the Treasurer of such Pledgor describing such Securities and certifying that the same have been duly pledged with the Pledgee hereunder. No Subject to the last sentence of Section 2 hereof, no Pledgor shall be required at any time to pledge hereunder (x) any Stock which is more than 65% of the total combined voting power of all classes of capital stock of any Foreign Corporation entitled to vote or (y) any promissory notes issued to such Pledgor by any Subsidiary of such Pledgor which is a Foreign Corporationvote.

Subsequently Acquired Securities. If any the Pledgor shall acquire (by purchase, stock dividend or otherwise) any additional Securities at any time or from time to time after the date hereof, such the Pledgor will forthwith pledge and deposit such Securities (or certificates or instruments representing such Securities) as security with the Pledgee and deliver to the Pledgee certificates therefor or instruments thereof, duly endorsed in blank in the case of Notes promissory notes and accompanied by undated stock or other powers duly executed in blank by such Pledgor (and accompanied by any transfer tax stamps required in connection with the pledge of such Securities) in the case of Stock, Partnership Interests or Membership Interests, as the case may becapital stock, or such other instruments of transfer as are acceptable to the Pledgee, and will promptly thereafter deliver to the Pledgee a certificate executed by any of the Chairman of the Board, the President, a principal executive officer Vice Chairman, the Vice President-Finance or the Treasurer of such the Pledgor describing such Securities and certifying that the same have been duly pledged with the Pledgee hereunder. No ; provided that the Pledgor shall not be required at any time to pledge hereunder (x) any Stock which is more than 65% of the total combined voting power aggregate amount of all classes issued and outstanding shares of capital stock at any time owned by the Pledgor of any Foreign Corporation entitled to vote or (y) any promissory notes issued to such Pledgor by any Subsidiary of such Pledgor which is a Foreign Corporation.

Subsequently Acquired Securities. If any the Pledgor shall acquire (by purchase, stock dividend or otherwise) any additional Securities at any time or from time to time after the date hereof, such the Pledgor will forthwith pledge and deposit such Securities (or certificates or instruments representing such Securities) as security with the Pledgee and deliver to the Pledgee certificates therefor or instruments thereof, duly endorsed in blank in the case of Notes promis- sory notes and accompanied by undated stock or other powers duly executed in blank by such Pledgor (and accompanied by any transfer tax stamps required in connection with the pledge of such Securities) in the case of Stock, Partnership Interests or Membership Interests, as the case may becapital stock, or such other instruments of transfer as are acceptable to the Pledgee, and will promptly thereafter deliver to the Pledgee a certificate executed by any of the Chairman of the Board, the President, a principal executive officer Vice Chairman, the Vice President-Finance or the Treasurer of such the Pledgor describing such Securities and certifying that the same have been duly pledged with the Pledgee hereunder. No ; provided that the Pledgor shall not be required at any time to pledge hereunder (x) any Stock which is more than 65% of the total combined voting power aggregate amount of all classes issued and outstanding shares of capital stock at any time owned by the Pledgor of any Foreign Corporation entitled to vote or (y) any promissory notes issued to such Pledgor by any Subsidiary of such Pledgor which is a Foreign Corporation.

Subsequently Acquired Securities. If any Pledgor shall acquire (by purchase, stock dividend or otherwise) any additional Securities at any time or from time to time after the date hereof, such Pledgor will forthwith promptly thereafter pledge and deposit such Securities (or certificates or instruments representing such Securities) as security with the Pledgee and deliver to the Pledgee certificates or instruments thereoftherefor, duly endorsed in blank in the case of Notes promissory notes and accompanied by undated stock or other powers duly executed in blank by such Pledgor (and accompanied by any transfer tax stamps required in connection with the pledge of such Securitiessecurities, with signatures appropriately guaranteed) in the case of Stock, Partnership Interests or Membership Interests, as the case may becapital stock, or such other instruments of transfer as are acceptable to the Pledgee, and will promptly thereafter deliver to the Pledgee a certificate executed by a principal executive officer of such Pledgor describing such Securities and certifying that the same have been duly pledged with the Pledgee hereunder. No Subject to the last sentence of Section 2, no Pledgor shall be required at any time to pledge hereunder (x) any Stock promissory notes issued to such Pledgor by a Subsidiary of such Pledgor which is a Foreign Corporation or more than 6566% of the total combined voting power of all classes of capital stock of any Foreign Corporation entitled to vote or (y) any promissory notes issued to such Pledgor by any Subsidiary of such Pledgor which is a Foreign Corporationvote.

Subsequently Acquired Securities. If any the Pledgor shall acquire (by purchase, stock dividend or otherwise) any additional Securities at any time or from time to time after the date hereof, such the Pledgor will forthwith promptly thereafter pledge and deposit such Securities (or certificates or instruments representing such Securities) as security with the Pledgee and deliver to the Pledgee certificates or instruments thereoftherefor, duly endorsed in blank in the case of Notes promissory notes and accompanied by undated stock or other powers duly executed in blank by such the Pledgor (and accompanied by any transfer tax stamps required in connection with the pledge of such Securitiessecurities, with signatures appropriately guaranteed) in the case of Stock, Partnership Interests or Membership Interests, as the case may becapital stock, or such other instruments of transfer as are acceptable to the Pledgee, and will promptly thereafter deliver to the Pledgee a certificate executed by a principal executive officer of such the Pledgor describing such Securities and certifying that the same have been duly pledged with the Pledgee hereunder. No Subject to the last sentence of Section 2, the Pledgor shall not be required at any time to pledge hereunder (x) any Stock promissory notes issued to the Pledgor by a Subsidiary which is a Foreign Corporation or more than 6566% of the total combined voting power of all classes of capital stock of any Foreign Corporation entitled to vote or (y) any promissory notes issued to such Pledgor by any Subsidiary of such Pledgor which is a Foreign Corporationvote.

Subsequently Acquired Securities. If Subject to Section 2(c) -------------------------------- hereof, if any Pledgor shall acquire (by purchase, stock dividend or otherwise) any additional Securities at any time or from time to time after the date hereof, such Securities shall automatically (and without any further action being required to be taken) be subject to the pledge and security interests created pursuant to Section 3.1(a) hereof and, furthermore, such Pledgor will forthwith pledge deliver and deposit such Securities (or any certificates or instruments representing such Securities) as security with the Pledgee and deliver to the Pledgee all certificates therefor or instruments thereof, if any, accompanied by undated stock powers duly endorsed executed in blank in the case of Notes and accompanied by undated stock or other powers duly executed in blank by such Pledgor (and accompanied by any transfer tax stamps required in connection with the pledge of such Securities) in the case of certificated Stock, Limited Liability Company Interests or Partnership Interests or Membership Interests, as the case may be, or such other instruments of transfer as are reasonably acceptable to the Pledgee, and will promptly thereafter deliver to the Pledgee a certificate executed by a principal executive officer any Authorized Officer of such Pledgor describing such Securities and certifying that the same have been duly pledged with the Pledgee hereunder. No Pledgor shall be required at Subject to the last sentence of Section 2(a) hereof, any time to pledge hereunder (x) any of Voting Stock which is more than 65% of the total combined voting power of all classes of capital stock of any Foreign Corporation entitled shall be subject to vote or the provisions of part (yA) any promissory notes issued of the proviso to such Pledgor by any Subsidiary clause (i)(y) of such Pledgor which is a Foreign CorporationSection 2(a) hereof.

Subsequently Acquired Securities. If any Pledgor shall acquire (by purchase, stock dividend or otherwise) any additional Securities at any time or from time to time after the date hereof, such the Pledgor will forthwith pledge and deposit such Securities (or certificates or instruments representing such Securities) as security with the Pledgee and deliver to the Pledgee certificates therefor or instruments thereof, duly endorsed in blank in the case of Notes and accompanied by undated stock or other powers duly executed in blank by such Pledgor (and accompanied by any transfer tax stamps required in connection with the pledge of such Securities) in the case of Stock, Partnership Interests or Membership Interests, as the case may be, or such other instruments of transfer as are acceptable to the Pledgee, and will promptly thereafter deliver to the Pledgee a certificate executed by any of the Chairman of the Board, the Chief Financial Officer, the President, a principal executive officer Vice Chairman, any Vice President or the Treasurer of such Pledgor describing such Securities and certifying that the same have been duly pledged with the Pledgee hereunder. No Subject to the last sentence of Section 2 hereof, no Pledgor (to the extent that it is the Borrower or a Domestic Subsidiary of the Borrower) shall be required at any time to pledge hereunder (x) any Stock which is more than 65% of the total combined voting power of all classes of capital stock of any Foreign Corporation entitled to vote or (y) any promissory notes issued to such Pledgor by any Subsidiary of such Pledgor which is a Foreign Corporationvote.

Subsequently Acquired Securities. If any Pledgor shall acquire (by purchase, stock dividend or otherwise) any additional Securities at any time or from time to time after the date hereof, such Pledgor will forthwith promptly thereafter pledge and deposit such Securities (or certificates or instruments representing such Securities) as security (subject to Permitted Liens) with the Pledgee and deliver to the Pledgee certificates or instruments thereoftherefor, duly endorsed in blank in the case of Notes such Notes, and accompanied by undated stock or other powers duly executed in blank by such Pledgor (and accompanied by any transfer tax stamps required in connection with the pledge of such Securities) in the case of such Stock, Partnership Interests or Membership Interests, as the case may be, or such other instruments of transfer as are reasonably acceptable to the Pledgee, and will promptly thereafter deliver to the Pledgee a certificate executed by a principal executive officer of such Pledgor describing such Securities and certifying that the same have has been duly pledged with the Pledgee hereunder. No Subject to Section 8.16 of the Credit Agreement, no Pledgor shall be required at any time to pledge hereunder (x) any Stock which is more than 65% of the total combined voting power of all classes Classes of capital stock Capital Stock of any Foreign Corporation Subsidiary entitled to vote or (y) any promissory notes issued to such Pledgor by any Subsidiary of such Pledgor which is a Foreign Corporationvote.

Subsequently Acquired Securities. If any the Pledgor shall acquire (by purchase, stock dividend or otherwiseother wise) any additional Securities at any time or from time to time after the date hereof, such the Pledgor will forthwith promptly thereaf ter pledge and deposit such Securities (or certificates or instruments in struments representing such Securities) as security with the Pledgee and deliver to the Pledgee certificates or instruments thereoftherefor, duly endorsed in blank in the case of Notes Notes, and accompanied by undated stock or other powers duly executed in blank by such the Pledgor (and accompanied by any transfer tax stamps required re quired in connection with the pledge of such Securities, with signatures appropriately guaranteed to the extent required) in the case of Stock, Partnership Interests or Membership Interests, as the case may be, or such other instruments of transfer as are acceptable to the Pledgee, and will promptly thereafter deliver to the Pledgee a certificate executed by a principal executive officer of such the Pledgor describing such Securities and certifying that the same have has been duly pledged with the Pledgee hereunder. No Subject to the last sentence of Section 2, the Pledgor shall not be required at any time to pledge hereunder (x) any Stock Notes issued to the Pledgor by a Subsidiary which is a Foreign Corporation or more than 65% of the total combined voting power of all classes of capital stock of any Foreign Corporation entitled to vote or (y) any promissory notes issued to such Pledgor by any Subsidiary of such Pledgor which is a Foreign Corporationvote.

Subsequently Acquired Securities. If any Pledgor shall acquire (by purchase, stock dividend or otherwise) any additional Securities at any time or from time to time after the date hereof, such Pledgor will forthwith pledge and deposit such Securities (or certificates or instruments representing such Securities) as security for the Obligations, deposit such Securities with the Pledgee and deliver to the Pledgee certificates therefor or instruments thereof, duly endorsed in blank in the case of Notes and accompanied by undated stock or other powers duly executed in blank by such Pledgor (and accompanied by any transfer tax stamps required in connection with the pledge of such Securities) in the case of Stock, Partnership Interests or Membership Interests, as the case may be, or such other instruments of transfer as are acceptable to the Pledgee, and will promptly thereafter deliver to the Pledgee a certificate executed by a principal executive officer any Responsible Officer of such Pledgor describing such Securities and certifying that the same have been duly pledged with the Pledgee hereunder. No Subject to the last sentence of Section 2 hereof, no Pledgor shall be required at any time to pledge hereunder (x) any Stock which is more than 6566% of the total combined voting power of all classes of capital stock of any Foreign Corporation entitled to vote or (y) any promissory notes (including Intercompany Notes) issued to such Pledgor by any Subsidiary of such Pledgor which is a Foreign Corporation.

Subsequently Acquired Securities. If any Pledgor shall acquire (by purchase, stock dividend or otherwise) any additional Securities at any time or from time to time after the date hereof, such Pledgor will forthwith promptly thereafter pledge and deposit such Securities (or certificates or instruments representing such Securities) as security with the Pledgee and deliver to the Pledgee certificates or instruments thereoftherefor, duly endorsed in blank in the case of Notes such Notes, and accompanied by undated stock or other powers duly executed in blank by such Pledgor (and accompanied by any transfer tax stamps required in connection with the pledge of such Securities) in the case of such Stock, Partnership Interests or Membership Interests, as the case may be, or such other instruments of transfer as are reasonably acceptable to the Pledgee, and will promptly thereafter deliver to the Pledgee a certificate executed by a principal executive officer of such Pledgor describing such Securities and certifying that the same have has been duly pledged with the Pledgee hereunder. No Subject to Section 8.15 of the Credit Agreement, no Pledgor shall be required at any time to pledge hereunder (x) any Stock which is more than 65% of the total combined voting power of all classes Classes of capital stock Capital Stock of any Foreign Corporation Subsidiary entitled to vote or (y) any promissory notes issued to such Pledgor by any Subsidiary of such Pledgor which is a Foreign Corporationvote.

Subsequently Acquired Securities. If any Pledgor shall acquire (by purchase, stock dividend or otherwise) any additional Securities at any time or from time to time after the date hereof, such Pledgor will forthwith promptly thereafter pledge and deposit such Securities (or certificates or instruments representing such Securities) as security with the Pledgee and deliver to the Pledgee certificates or instruments thereoftherefor, duly endorsed in blank in the case of Notes such Notes, and accompanied by undated stock or other powers duly executed in blank by such Pledgor (and accompanied by any transfer tax stamps required in connection with the pledge of such Securities) in the case of such Stock, Partnership Interests or Membership Interests, as the case may be, or such other instruments of transfer as are reasonably acceptable to the Pledgee, and will promptly thereafter deliver to the Pledgee a certificate executed by a principal executive officer of such Pledgor describing such Securities and certifying that the same have has been duly pledged with the Pledgee hereunder. No Subject to Section 8.12 of the Credit Agreement, no Pledgor shall be required at any time to pledge hereunder (x) any Stock which is more than 65% of the total combined voting power of all classes of capital stock of any Foreign Corporation Subsidiary entitled to vote or (y) any promissory notes issued to such Pledgor by any Subsidiary of such Pledgor which is a Foreign Corporationvote.

Subsequently Acquired Securities. If any Pledgor shall acquire (by purchase, stock dividend or otherwise) any additional Securities at any time or from time to time after the date hereof, such Pledgor will forthwith promptly thereafter pledge and deposit such Securities (or certificates or instruments representing such Securities) as security with the Pledgee and deliver to the Pledgee certificates or instruments thereoftherefor, duly endorsed in blank in the case of Notes such Notes, and accompanied by undated stock or other powers duly executed in blank by such Pledgor (and accompanied by any transfer tax stamps required in connection with the pledge of such Securities) in the case of such Stock, Partnership Interests or Membership Interests, as the case may be, or such other instruments of transfer as are reasonably acceptable to the Pledgee, and will promptly thereafter deliver to the Pledgee a certificate executed by a principal executive officer of such Pledgor describing such Securities and certifying that the same have has been duly pledged with the Pledgee hereunder. No Subject to Section 8.13 of the Credit Agreement, no Pledgor shall be required at any time to pledge hereunder (x) any Stock which is more than 65% of the total combined voting power of all classes Classes of capital stock Capital Stock of any Foreign Corporation Subsidiary entitled to vote or (y) any promissory notes issued to such Pledgor by any Subsidiary of such Pledgor which is a Foreign Corporationvote.