Common use of Investment Property Clause in Contracts

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents in any issuer thereof, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged Securities, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same to the Administrative Agent in the exact form received (other than Excluded Stock), duly endorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities upon the liquidation or dissolution of any issuer thereof shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then exists, and in case any distribution of capital shall be made on or in respect of the Pledged Securities or any property shall be distributed upon or with respect to the Pledged Securities pursuant to the recapitalization or reclassification of the capital of any issuer thereof or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities shall be received by such Grantor in violation of the immediately preceding sentence, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor Loan Party shall become entitled to receive or shall receive after the date hereof any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor Loan Party shall accept the same as the agent of the Secured PartiesAgent, hold the same in trust for the Secured Parties Agent and promptly deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor Loan Party to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor Loan Party and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceLoan Party, such Grantor Loan Party shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured PartiesAgent, segregated from other funds of such GrantorLoan Party, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Administrative Agent and the Secured Parties, hold the same in trust for the Administrative Agent and the Secured Parties and promptly deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteedGrantor, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property, or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations. Notwithstanding the foregoing, the Grantors shall not be required to pay over to the Administrative Agent or deliver to the Administrative Agent as Collateral any proceeds of any liquidation or dissolution of any Issuer, or any distribution of capital or property in respect of any Investment Property, to the extent that (i) such liquidation, dissolution or distribution, if treated as a Disposition of the relevant Issuer, would be permitted by the Credit Agreement and (ii) the proceeds thereof are applied as required or permitted by the Credit Agreement.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents in the Equity Interests of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, having a value in excess of $1,000,000 such Grantor shall accept the same as the agent of the Shared Collateral Agent for the benefit of the applicable Shared Collateral Secured Parties, hold the same in trust for the Shared Collateral Agent for the benefit of the applicable Shared Collateral Secured Parties and promptly deliver the same forthwith to the Administrative Shared Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Shared Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Shared Collateral Agent so requests, signature guaranteed, to be held by the Administrative Shared Collateral Agent, subject to the terms hereof, as additional collateral security for (x) in the case of the Dex Shared Grantors, the Dex Borrower Obligations, and (y) in the case of the Universal Shared Grantors, the Obligations. Any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Shared Collateral Agent to be held by it hereunder as additional collateral security for the Obligations if an Event (x) in the case of Default then existsthe Dex Shared Grantors, the Dex Borrower Obligations, and (y) in the case of the Universal Shared Grantors, the Obligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Shared Collateral Agent, be delivered to the Administrative Shared Collateral Agent to be held by it hereunder as additional collateral security for (x) in the case of the Dex Shared Grantors, the Dex Borrower Obligations, and (y) in the case of the Universal Shared Grantors, the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Shared Collateral Agent, hold such money or property in trust for the Shared Collateral Agent for the benefit of the applicable Shared Collateral Secured Parties, segregated from other funds of such Grantor, as additional collateral security for (x) in the case of the Dex Shared Grantors, the Dex Borrower Obligations, and (y) in the case of the Universal Shared Guarantor, the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesLender, hold the same in trust for the Secured Parties Lender and promptly deliver the same forthwith to the Administrative Agent Lender in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative AgentLender, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent Lender so requests, signature guaranteed, to be held by the Administrative AgentLender, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent Lender to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative AgentLender, be delivered to the Administrative Agent Lender to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative AgentLender, hold such money or property in trust for the Secured PartiesLender, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization)certificate, option or rights in respect of Stock and Stock Equivalents in the equity interests (other than the equity interests not required to be pledged hereunder) of any issuer thereofIssuer of Pledged Equity, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesEquity, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesAdministrative Agent and the Lenders, hold the same in trust for the Secured Parties Administrative Agent and promptly the Lenders and, if certificated, deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteedGrantor, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security Collateral for the ObligationsSecured Obligations (and if uncertificated, shall promptly notify the Administrative Agent of its receipt thereof and take such actions as the Administrative Agent shall reasonably request to note the Administrative Agent’s Lien on such interest, right or option and to enable the Administrative Agent to exercise its rights with respect thereto (including the transfer thereof) upon the occurrence and during the continuance of an Event of Default without any action on the part of the Grantor). Any Upon the occurrence and during the continuance of an Event of Default, (i) any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security Collateral for the Obligations if an Event of Default then existsSecured Obligations, and (ii) in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest Lien in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security Collateral for the Secured Obligations. If Upon the occurrence and during the continuance of an Event of Default, if any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured PartiesLenders, segregated from other funds of such Grantor, as additional collateral security Collateral for the Secured Obligations.

Investment Property. (a) If such Grantor the Pledgor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents the capital stock in any issuer thereofthe Issuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesShares, as the case may be, or otherwise in respect thereof, such Grantor the Pledgor shall accept the same as the agent of the Collateral Agent and the Secured Parties, hold the same in trust for the Collateral Agent and the Secured Parties and promptly deliver the same forthwith to the Administrative Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor the Pledgor to the Administrative Collateral Agent, if required, together with an undated stock power or similar instrument power of transfer transfer, as the case may be, covering such certificate duly executed in blank by such Grantor the Pledgor and with, if the Administrative Collateral Agent so requests, signature guaranteed, to be held by the Administrative Collateral Agent, subject to the terms hereof, hereof as additional collateral security for the Leveraged Lease Obligations. Any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof the Issuer shall be paid over to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsLeveraged Lease Obligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof the Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Collateral Agent, be delivered to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Leveraged Lease Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentencePledgor, such Grantor the Pledgor shall, until such money or property is paid or delivered to the Administrative Collateral Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantorthe Pledgor, as additional collateral security for the Leveraged Lease Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in or other Pledged Equity Interest of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged Securities, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities or any property shall be distributed upon or with respect to the Pledged Securities pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such any Grantor or Holdings shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents the equity interests in any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged Securities, or otherwise in respect thereof, such Grantor or Holdings, as applicable, shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly thereafter deliver the same to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor or Holdings, as applicable, to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor or Holdings, as applicable, and with, if the Administrative Agent so reasonably requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any Upon the occurrence and during the continuance of an Event of Default, following notice by the Administrative Agent to the Borrowers, any sums paid upon or in respect of the Pledged Securities upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities or any property shall be distributed upon or with respect to the Pledged Securities pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities shall be received by such any Grantor in violation of the immediately preceding sentenceor Holdings, such Grantor or Holdings, as applicable, shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such GrantorGrantor or Holdings, as applicable, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents in the Equity Interests of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Collateral Agent and the Secured Parties, hold the same in trust for the Collateral Agent and the Secured Parties and promptly deliver the same forthwith to the Administrative Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Collateral Agent so requests, signature guaranteed, to be held by the Administrative Collateral Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of Pledged Stock or Pledged Notes and except as otherwise expressly provided in the Pledged Securities Credit Agreement, any other Investment Property, upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital constituting Collateral shall be made on or in respect of the Pledged Securities such Investment Property or any property shall be distributed upon or with respect to the Pledged Securities such Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property constituting Collateral so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Collateral Agent, be delivered to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property constituting Collateral so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Collateral Agent, hold such money or property in trust for the Collateral Agent and the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesAgents and the Lenders, hold the same in trust for the Secured Parties benefit of the Agents and promptly the Lenders and deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured Partiesbenefit of the Agents and the Lenders, segregated from other funds of such Grantor, as additional collateral security for the Obligations. Notwithstanding the foregoing, the Grantors shall not be required to pay over to the Administrative Agent or deliver to the Administrative Agent as Collateral any proceeds of any liquidation or dissolution of any Issuer, or any distribution of capital or property in respect of any Investment Property, to the extent that (i) such liquidation, dissolution or distribution, if treated as a Disposition of the relevant Issuer, would be permitted by the Credit Agreement and (ii) the proceeds thereof are applied toward prepayment of Loans and reduction of Commitments to the extent required by the Credit Agreement.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer equivalents covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteedGrantor, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations; provided, that in no event shall there be pledged more than 65% of any of the outstanding Foreign Subsidiary Voting Stock. Any Upon the occurrence and during the continuance of an Event of Default under the Credit Agreement, any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent (unless otherwise agreed in the Credit Agreement) to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Pledged Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall shall, to the extent such certificate, option or right constitutes Pledged Stock, accept the same as the agent of the Secured PartiesAdministrative Agent and the Lenders, hold the same in trust for the Secured Parties Administrative Agent and promptly the Lenders and deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any In each case, except to the extent the Credit Agreement permits the applicable Grantor to retain such sums of money or property, (i) any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If , and (ii) if any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Collateral Agent and the other Secured Parties, hold the same in trust for the Collateral Agent for the benefit of the Secured Parties and promptly deliver the same forthwith to the Administrative Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor to the Administrative Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Collateral Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any If an Event of Default has occurred and is continuing, any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of, or as a distribution of capital by, any issuer thereof Issuer shall be paid over to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations Obligations, and in case any property (if an Event of Default then exists, has occurred and in case any distribution of capital shall be made on or in respect of the Pledged Securities is continuing) or any property Investment Property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Collateral Agent, be delivered to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of (when otherwise required to be paid or delivered over to the immediately preceding sentenceCollateral Agent as set forth above), such Grantor shall, until such money or property is paid or delivered to the Administrative Collateral Agent, hold such money or property in trust for the Collateral Agent and the other Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents in the Equity Interests of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, having a value in excess of $1,000,000 such Grantor shall accept the same as the agent of the Collateral Agent for the benefit of the Secured Parties, hold the same in trust for the Collateral Agent for the benefit of the Secured Parties and promptly deliver the same forthwith to the Administrative Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Collateral Agent so requests, signature guaranteed, to be held by the Administrative Collateral Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Collateral Agent, be delivered to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Collateral Agent, hold such money or property in trust for the Collateral Agent for the benefit of the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents in the Equity Interests of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, having a value in excess of $1,000,000 such Grantor shall accept the same as the agent of the Shared Collateral Agent for the benefit of the Shared Collateral Secured Parties, hold the same in trust for the Shared Collateral Agent for the benefit of the Shared Collateral Secured Parties and promptly deliver the same forthwith to the Administrative Shared Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Shared Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Shared Collateral Agent so requests, signature guaranteed, to be held by the Administrative Shared Collateral Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Shared Collateral Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Shared Collateral Agent, be delivered to the Administrative Shared Collateral Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Shared Collateral Agent, hold such money or property in trust for the Shared Collateral Agent for the benefit of the Shared Collateral Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization)certificate, option or rights in respect of Stock and Stock Equivalents in the equity interests of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesEquity, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesAdministrative Agent and the Lenders, hold the same in trust for the Secured Parties Administrative Agent and promptly the Lenders and deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteedguarantied, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security Collateral for the Secured Obligations. Any Upon the occurrence and during the continuance of an Event of Default, (i) any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security Collateral for the Obligations if an Event of Default then existsSecured Obligations, and (ii) in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest Lien in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security Collateral for the Secured Obligations. If Upon the occurrence and during the continuance of an Event of Default, if any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured PartiesLenders, segregated from other funds of such Grantor, as additional collateral security Collateral for the Secured Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents Pledged Equity Interests in any issuer thereof, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged Securities, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same to the Administrative Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor to the Administrative Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Collateral Agent so requests, signature guaranteed, to be held by the Administrative Collateral Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities upon the liquidation or dissolution of any issuer thereof shall be paid over to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then exists, and in case any distribution of capital shall be made on or in respect of the Pledged Securities or any property shall be distributed upon or with respect to the Pledged Securities pursuant to the recapitalization or reclassification of the capital of any issuer thereof or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Collateral Agent, be delivered to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities shall be received by such Grantor in violation of the immediately preceding sentence, such Grantor shall, until such money or property is paid or delivered to the Administrative Collateral Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor the Company shall become entitled to receive at any time hold or acquire any certificated securities, the Company shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassificationforthwith endorse, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock assign and Stock Equivalents in any issuer thereof, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged Securities, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same to the Administrative Agent in the exact form received (other than Excluded Stock)Lender, duly endorsed accompanied by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument instruments of transfer covering such certificate or assignment duly executed in blank as the Lender may from time to time specify. If any securities now or hereafter acquired by the Company are uncertificated and are issued to the Company or its nominee directly by the issuer thereof, the Company shall immediately notify the Lender thereof and, at the Lender's request and option, pursuant to an agreement in form and substance satisfactory to the Lender, either (a) cause the issuer to agree to comply with instructions from the Lender as to such Grantor and withsecurities, if without further consent of the Administrative Agent so requestsCompany or such nominee, signature guaranteedor (b) arrange for the Lender to become the registered owner of the securities. If any securities, to be whether certificated or uncertificated, or other investment property now or hereafter acquired by the Company are held by the Administrative AgentCompany or its nominee through a securities intermediary or commodity intermediary, subject the Company shall immediately notify the Lender thereof and, at the Lender's request and option, pursuant to an agreement in form and substance satisfactory to the terms hereofLender, either (i) cause such securities intermediary or (as additional collateral security the case may be) commodity intermediary to agree to comply with entitlement orders or other instructions from the Lender to such securities intermediary as to such securities or other investment property, or (as the case may be) to apply any value distributed on account of any commodity contract as directed by the Lender to such commodity intermediary, in each case without further consent of the Company or such nominee, or (ii) in the case of financial assets or other investment property held through a securities intermediary, arrange for the Obligations. Any sums paid upon or in Lender to become the entitlement holder with respect to such investment property, with the Company being permitted, only with the consent of the Pledged Securities upon Lender, to exercise rights to withdraw or otherwise deal with such investment property. The Lender agrees with the liquidation Company that the Lender shall not give any such entitlement orders or dissolution instructions or directions to any such issuer, securities intermediary or commodity intermediary, and shall not withhold its consent to the exercise of any issuer thereof shall be paid over to withdrawal or dealing rights by the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if Company, unless an Event of Default then existshas occurred and is continuing, or, after giving effect to any such investment and in case withdrawal rights not otherwise permitted by the Loan Documents, would occur. The provisions of this paragraph shall not apply to any distribution of capital shall be made on or in respect of the Pledged Securities or any property shall be distributed upon or with respect to the Pledged Securities pursuant to the recapitalization or reclassification of the capital of any issuer thereof or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject financial assets credited to a perfected security interest in favor of securities account for which the Administrative Agent, be delivered to Lender is the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities shall be received by such Grantor in violation of the immediately preceding sentence, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligationssecurities intermediary.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesAdministrative Agent and the Lenders, hold the same in trust for the Secured Parties Administrative Agent and promptly the Lenders and deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the such Grantor’s Obligations. Any If an Event of Default shall have occurred and be continuing, any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsapplicable Grantor’s Obligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the such Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured PartiesLenders, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership (i) certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents in the Equity Interests of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesEquity Interests, or otherwise in respect thereof, or (ii) note, bond or other debt obligation or security, such Grantor shall accept the same as the agent of the Secured PartiesParty, hold the same in trust for the Secured Parties Party and promptly deliver the same forthwith to the Administrative Agent Secured Party in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if requiredSecured Party, together with an undated stock power or similar instrument of transfer covering such certificate or bond or note power covering such promissory note, in each case above duly executed in blank by such Grantor and with, if the Administrative Agent so requests, with signature guaranteed, to be held by the Administrative AgentSecured Party, subject to the terms hereof, as additional collateral security for the Secured Obligations. Any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer or obligor thereon shall be paid over to the Administrative Agent Secured Party to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsSecured Obligations, and in case if any distribution of capital shall be capital, or payment of principal, interest or other amounts, is made on or in respect of the Pledged Securities Investment Property or any property shall be is distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, or otherwise, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative AgentSecured Party, be delivered to the Administrative Agent Secured Party to be held by it hereunder as additional collateral security for the Secured Obligations. If any sums of money or other property so paid or distributed in respect of the Pledged Securities shall be Investment Property are received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative AgentSecured Party, hold such money or property in trust for the Secured PartiesParty, segregated from other funds of such Grantor, as additional collateral security for the Secured Obligations. For the avoidance of doubt, if for any reason the Merger is not consummated on the date hereof, Holdings shall, on the date hereof, deliver and pledge to the Secured Party hereunder and in accordance with the terms hereof all share certificates representing any and all equity interests in Iceland Acquisition Subsidiary, Inc., a Delaware corporation.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents the Equity Interests in any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged Securities, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same forthwith to the Administrative Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor to the Administrative Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Collateral Agent so requests, signature guaranteed, to be held by the Administrative Collateral Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any If an Event of Default has occurred and is continuing, any sums paid upon or in respect of the Pledged Securities upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities or any property shall be distributed upon or with respect to the Pledged Securities pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Collateral Agent, be delivered to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations. If an Event of Default has occurred and is continuing, if any sums of money or property so paid or distributed in respect of the Pledged Securities shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Collateral Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Collateral Trustee and the other Secured Parties, hold the same in trust for the Collateral Trustee and the other Secured Parties and promptly deliver the same forthwith to the Administrative Agent Collateral Trustee in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative AgentCollateral Trustee, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent Collateral Trustee acting at the direction of the Secured Representative for the Required Secured Parties so requests, signature guaranteed, to be held by the Administrative AgentCollateral Trustee, subject to the terms hereof, as additional collateral security for the Secured Obligations. Any If an Event of Default shall have occurred and be continuing, any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent Collateral Trustee to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsSecured Obligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative AgentCollateral Trustee, be delivered to the Administrative Agent Collateral Trustee to be held by it hereunder as additional collateral security for the Secured Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative AgentCollateral Trustee, hold such money or property in trust for the Secured PartiesCollateral Trustee and the Lenders, segregated from other funds of such Grantor, as additional collateral security for the Secured Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Collateral Trustee and the Secured Parties, hold the same in trust for the Collateral Trustee and the Secured Parties and promptly deliver the same forthwith to the Administrative Agent Collateral Trustee in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if requiredCollateral Trustee, together with an undated stock transfer power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, with signature guaranteed, to be held by the Administrative AgentCollateral Trustee, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent Collateral Trustee to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative AgentCollateral Trustee, be delivered to the Administrative Agent Collateral Trustee to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative AgentCollateral Trustee, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations. Notwithstanding the foregoing, the Grantors shall not be required to pay over to the Collateral Trustee or deliver to the Collateral Trustee as Collateral any proceeds of any liquidation or dissolution of any Issuer, or any distribution of capital or property in respect of any Investment Property, to the extent that (i) such liquidation, dissolution, payment or distribution is permitted by the Priority Lien Debt Documents and (ii) the proceeds thereof are used or applied in accordance with the terms of the Priority Lien Debt Documents including any prepayment required thereby.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and of any Issuer of Pledged Stock Equivalents in any issuer thereof(other than Excluded Property), whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Administrative Agent and the Secured Parties, hold the same in trust for the Administrative Agent and the Secured Parties and promptly deliver the same by the next Notification and Delivery Date to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities upon the liquidation or dissolution of any issuer thereof shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then exists, and in In case any non-cash distribution of capital shall be made on or in respect of the Pledged Securities Stock or Pledged Notes or any property (other than cash or Excluded Property) shall be distributed upon or with respect to the Pledged Securities Stock or Pledged Notes pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent by the next Notification and Delivery Date to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property (other than Excluded Property) so paid or distributed in respect of the Pledged Securities Stock or Pledged Notes shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Administrative Agent and the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents in the Equity Interests (including any issuer thereofPledged Equity Interest) of any Issuer that is a Subsidiary, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged Securities, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same forthwith to the Administrative Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor to the Administrative Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Collateral Agent so requests, signature guaranteed, to be held by the Administrative Collateral Agent, subject to the terms hereof, as additional collateral security for the Secured Obligations. Any sums paid upon or in respect of the Pledged Securities upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsSecured Obligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities or any property shall be distributed upon or with respect to the Pledged Securities pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Collateral Agent, be delivered to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Secured Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities in excess of $1,000,000 shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Collateral Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Secured Obligations.

Investment Property. (a) Except to the extent otherwise provided in Article III, if any Pledgor shall at any time hold or acquire any Certificated Security, such Pledgor shall forthwith endorse, assign and deliver the same to the Applicable Representative, accompanied by such instruments of transfer or assignment duly executed in blank as the Applicable Representative may from time to time reasonably specify. If any security of a domestic issuer now owned or hereafter acquired by any Pledgor is uncertificated and is issued to such Grantor shall become entitled to receive Pledgor or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents in any its nominee directly by the issuer thereof, (i) upon the Applicable Representative’s reasonable request and (ii) upon the occurrence and during the continuance of an Event of Default, such Pledgor shall promptly notify the Applicable Representative of such uncertificated securities and pursuant to an agreement in form and substance reasonably satisfactory to the Applicable Representative, either (i) cause the issuer to agree to comply with instructions from the Applicable Representative as to such security, without further consent of any Pledgor or such nominee, or (ii) cause the issuer to register the Applicable Representative as the registered owner of such security. If any security or other Investment Property, whether certificated or uncertificated, representing an Equity Interest in addition toa third party and having a fair market value in excess of $5.0 million now or hereafter acquired by any Pledgor is held by such Pledgor or its nominee through a securities intermediary or commodity intermediary, such Pledgor shall promptly notify the Applicable Representative thereof and, at the Applicable Representative’s request and option, pursuant to a Control Agreement in form and substance reasonably satisfactory to the Applicable Representative, either (A) cause such securities intermediary or commodity intermediary, as applicable, to agree, in substitution ofthe case of a securities intermediary, to comply with entitlement orders or other instructions from the Applicable Representative to such securities intermediary as to such securities or other Investment Property or, in the case of a conversion ofcommodity intermediary, to apply any value distributed on account of any commodity contract as directed by the Applicable Representative to such commodity intermediary, in each case without further consent of any Pledgor or such nominee, or (B) in exchange for, any shares the case of Financial Assets or other ownership interests in Investment Property held through a securities intermediary, arrange for the Pledged SecuritiesApplicable Representative to become the entitlement holder with respect to such Investment Property, or otherwise in respect thereof, such Grantor shall accept for the same as the agent ratable benefit of the Secured Parties, hold with such Pledgor being permitted, only with the same in trust for consent of the Secured Parties Applicable Representative, to exercise rights to withdraw or otherwise deal with such Investment Property. The Applicable Representative agrees with each of the Guarantors that the Applicable Representative shall not give any such entitlement orders or instructions or directions to any such issuer, securities intermediary or commodity intermediary, and promptly deliver the same shall not withhold its consent to the Administrative Agent in the exact form received (other than Excluded Stock), duly endorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities upon the liquidation or dissolution exercise of any issuer thereof shall be paid over to the Administrative Agent to be held withdrawal or dealing rights by it hereunder as additional collateral security for the Obligations if any Pledgor, unless an Event of Default then existshas occurred and is continuing or, and in case after giving effect to any distribution such withdrawal or dealing rights, would occur. The provisions of capital this paragraph (b) shall be made on or in respect of the Pledged Securities or not apply to any property shall be distributed upon or with respect to the Pledged Securities pursuant to the recapitalization or reclassification of the capital of any issuer thereof or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject Financial Assets credited to a perfected security interest in favor of securities account for which the Administrative Agent, be delivered to Applicable Representative is the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities shall be received by such Grantor in violation of the immediately preceding sentence, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligationssecurities intermediary.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization)certificate, option or rights in respect of Stock and Stock Equivalents in the equity interests of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesEquity, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesLenders, hold the same in trust for the Secured Parties Lenders and promptly deliver the same forthwith to the Administrative Agent Lenders in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative AgentLenders, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent Lenders so requests, signature guaranteedguarantied, to be held by the Administrative AgentLenders, subject to the terms hereof, as additional collateral security Collateral for the Secured Obligations. Any Upon the occurrence and during the continuance of an Event of Default, (i) any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent Lenders to be held by it hereunder as additional collateral security Collateral for the Obligations if an Event of Default then existsSecured Obligations, and (ii) in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest Lien in favor of the Administrative AgentLenders, be delivered to the Administrative Agent Lenders to be held by it them hereunder as additional collateral security Collateral for the Secured Obligations. If Upon the occurrence and during the continuance of an Event of Default, if any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative AgentLenders, hold such money or property in trust for the Secured PartiesLenders, segregated from other funds of such Grantor, as additional collateral security Collateral for the Secured Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesCollateral Agent and the Lenders, hold the same in trust for the Secured Parties Collateral Agent and promptly the Lenders and deliver the same forthwith to the Administrative Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteedGrantor, to be held by the Administrative Collateral Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any If an Event of Default shall have occurred and be continuing, any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Collateral Agent, be delivered to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations. If an Event of Default shall have occurred and be continuing, if any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Collateral Agent, hold such money or property in trust for the Secured PartiesCollateral Agent and the Lenders, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesCollateral Agent, hold the same in trust for the Secured Parties Collateral Agent and promptly deliver the same forthwith to the Administrative Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and withand, if the Administrative Collateral Agent so requests, signature guaranteed, to be held by the Administrative Collateral Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Collateral Agent, be delivered to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Collateral Agent, hold such money or property in trust for the Secured PartiesCollateral Agent, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents the Equity Interests in any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged Securities, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same promptly (but in no event later than 5 Business Days following receipt as may be extended by the Collateral Agent in its reasonable discretion) to the Administrative Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor to the Administrative Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Collateral Agent, subject to the terms hereofhereof and of the Credit Agreement, as additional collateral security Collateral for the Obligations, except to the extent that any of the foregoing actions could result in any Excluded Equity Interests being pledged hereunder. Any Upon the occurrence and during the continuance of an Event of Default, any sums paid upon or in respect of the Pledged Securities upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Collateral Agent to be held by it hereunder as additional collateral security Collateral for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities or any property shall be distributed upon or with respect to the Pledged Securities pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Collateral Agent, be delivered to the Administrative Collateral Agent to be held by it hereunder as additional collateral security Collateral for the Obligations. If Upon the occurrence and during the continuance of an Event of Default, if any sums of money or property so paid or distributed in respect of the Pledged Securities shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, shall until such money or property is paid or delivered to the Administrative Collateral Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security Collateral for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesLender, hold the same in trust for the Secured Parties Lender and promptly deliver the same forthwith to the Administrative Agent Lender in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative AgentLender, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent Lender so requests, signature guaranteed, to be held by the Administrative AgentLender, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent Lender to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative AgentLender, be delivered to the Administrative Agent Lender to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative AgentLender, hold such money or property in trust for the Secured PartiesLender, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor a Loan Party shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization)certificate, option or rights in respect of Stock and Stock Equivalents in any issuer thereofthe Pledged Equity hereunder, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesEquity, or otherwise in respect thereof, such Grantor Loan Party shall accept the same as the agent of the Secured PartiesAgent, hold the same in trust [PHI Group] Revolving Credit, Term Loan and Security Agreement for the Secured Parties and promptly Agent deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor Loan Party to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteedLoan Party, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security Collateral for the Obligations. Any Upon the occurrence and during the continuance of an Event of Default, the Agent shall have the right to request that (i) any sums paid upon or in respect of the Pledged Securities such Equity Interests upon the liquidation or dissolution of any issuer thereof shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security Collateral for the Obligations if an Event of Default then existsObligations, and (ii) in case any distribution of capital shall be made on or in respect of the Pledged Securities such Equity Interests or any property shall be distributed upon or with respect to the Pledged Securities such Equity Interests pursuant to the recapitalization or reclassification of the capital of any issuer thereof or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest Lien in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security Collateral for the Obligations. If Upon the occurrence and during the continuance of an Event of Default, if any sums of money or property so paid or distributed in respect of the Pledged Securities such Equity Interests shall be received by such Grantor in violation of the immediately preceding sentenceLoan Party, such Grantor shallLoan Party shall if so requested by Agent, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured PartiesAgent, segregated from other funds of such GrantorLoan Party, as additional collateral security Collateral for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall shall, subject to Section 8.17, accept the same as the agent of the Collateral Agent and the Secured Parties, hold the same in trust for the Collateral Agent and the Secured Parties and promptly deliver the same forthwith to the Administrative Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, with signature guaranteed, to be held by the Administrative Collateral Agent, subject to the terms hereof, as additional collateral security for the Secured Obligations. Any Except as permitted by the Indenture and subject to Section 8.17, any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsSecured Obligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Collateral Agent, be delivered to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Secured Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, subject to Section 8.17, until such money or property is paid or delivered to the Administrative Collateral Agent, hold such money or property in trust for the Collateral Agent and the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Secured Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights (if in deliverable form) in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesAdministrative Agent and the Lenders, hold the same in trust for the Secured Parties Administrative Agent and promptly the Lenders and deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any Except as provided in the Credit Agreement, any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If Except as provided in the Credit Agreement, if any sums of money or property so paid or distributed in respect of the Pledged Securities shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured PartiesLenders, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Administrative Agent, the Lenders and the other Secured Parties, hold the same in trust for the Secured Parties such Persons and promptly deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any If an Event of Default has occurred and is continuing (to the extent in accordance with the Interim Financing Order (and the Final Financing Order, when applicable), any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of, or as a distribution of capital by, any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations Obligations, and in case any property (if an Event of Default then exists, has occurred and in case any distribution of capital shall be made on or in respect of the Pledged Securities is continuing) or any property Investment Property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of (when otherwise required to be paid or delivered over to the immediately preceding sentenceAdministrative Agent as set forth above), such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Administrative Agent, the Lenders and the other Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents in the capital stock or other Pledged Equity Interest of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesEquity Interests, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities Equity Interests upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Equity Interests or any property shall be distributed upon or with respect to the Pledged Securities Equity Interests pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Equity Interests shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor an Obligor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization)certificate, option or rights in respect of Stock and Stock Equivalents in any issuer thereofthe Equity Interests pledged hereunder, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesEquity, or otherwise in respect thereof, such Grantor Obligor shall accept the same as the agent of the Secured PartiesLender, hold the same in trust for Lender and, subject to the Secured Parties and promptly terms of the Intercreditor Agreement, deliver the same forthwith to the Administrative Agent Lender in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor Obligor to the Administrative AgentLender, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteedObligor, to be held by the Administrative AgentLender, subject to the terms hereof, as additional collateral security Collateral for the Obligations. Any Upon the occurrence and during the continuance of an Event of Default, (i) unless the Lender provides express written notice to the contrary, any sums paid upon or in respect of the Pledged Securities such Equity Interests upon the liquidation or dissolution of any issuer thereof shall shall, subject to the terms of the Intercreditor Agreement, be paid over to the Administrative Agent Lender to be held by it hereunder as additional collateral security Collateral for the Obligations if an Event of Default then existsObligations, and (ii) in case any distribution of capital shall be made on or in respect of the Pledged Securities such Equity Interests or any property shall be distributed upon or with respect to the Pledged Securities such Equity Interests pursuant to the recapitalization or reclassification of the capital of any issuer thereof or pursuant to the reorganization thereof, the property so distributed shall, if an Event subject to the terms of Default then exists, the Intercreditor Agreement and unless otherwise subject to a perfected security interest Lien in favor of the Administrative AgentLender, be delivered to the Administrative Agent Lender to be held by it hereunder as additional collateral security Collateral for the Obligations. If Upon the occurrence and during the continuance of an Event of Default, if any sums of money or property so paid or distributed in respect of the Pledged Securities such Equity Interests shall be received by such Grantor in violation of the immediately preceding sentenceObligor, such Grantor Obligor shall, until such money or property is paid or delivered to the Administrative AgentLender, hold such money or property in trust for the Secured PartiesLender, segregated from other funds of such GrantorObligor, as additional collateral security Collateral for the Obligations.

Investment Property. (a) If such Grantor Loan Party shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization)certificate, option or rights in respect of Stock and Stock Equivalents in the equity interests of any issuer thereofIssuer of any Investment Property of such Loan Party, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesEquity, or otherwise in respect thereof, such Grantor Loan Party shall accept the same as the agent of the Secured PartiesLender, hold the same in trust for the Secured Parties Lender and promptly deliver the same forthwith to the Administrative Agent Lender in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor Loan Party to the Administrative AgentLender, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor Loan Party and with, if the Administrative Agent Lender so requests, signature guaranteedguarantied, to be held by the Administrative AgentLender, subject to the terms hereof, as additional collateral security Collateral for the Secured Obligations. Any Upon the occurrence and during the continuance of an Event of Default, (i) any sums paid upon or in respect of the Pledged Securities any Investment Property of any Loan Party upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent Lender to be held by it hereunder as additional collateral security Collateral for the Obligations if an Event of Default then existsSecured Obligations, and (ii) in case any distribution of capital shall be made on or in respect of the Pledged Securities such Investment Property or any property shall be distributed upon or with respect to the Pledged Securities such Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest Lien in favor of the Administrative AgentLender, be delivered to the Administrative Agent Lender to be held by it hereunder as additional collateral security Collateral for the Secured Obligations. If Upon the occurrence and during the continuance of an Event of Default, if any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property of any Loan Party shall be received by such Grantor in violation of the immediately preceding sentenceLoan Party, such Grantor Loan Party shall, until such money or property is paid or delivered to the Administrative AgentLender, hold such money or property in trust for the Secured PartiesLender, segregated from other funds of such GrantorLoan Party, as additional collateral security Collateral for the Secured Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization)certificate, option or rights in respect of Stock and Stock Equivalents in the equity interests of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesEquity, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesAdministrative Agent and the Lenders, hold the same in trust for the Secured Parties Administrative Agent and promptly the Lenders and deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so reasonably requests, signature guaranteedguarantied, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security Collateral for the Secured Obligations. Any Upon the occurrence and during the continuance of an Event of Default, (i) any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security Collateral for the Obligations if an Event of Default then existsSecured Obligations, and (ii) in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest Lien in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security Collateral for the Secured Obligations. If Upon the occurrence and during the continuance of an Event of Default, if any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured PartiesLenders, segregated from other funds of such Grantor, as additional collateral security Collateral for the Secured Obligations.

Investment Property. If an Event of Default has occurred and is continuing, Borrower shall hold in trust for Lender, and Lender shall have the right to receive, all payments on, proceeds of, and distributions with respect to, Investment Property, and Borrower shall deliver all such payments, proceeds and distributions to Lender, immediately upon demand, in their original form, duly endorsed (aif necessary), to be applied to the Obligations in such order as Lender shall determine. Borrower recognizes that Lender may be unable to make a public sale of any or all of the Investment Property, by reason of prohibitions contained in applicable securities laws or otherwise, and expressly agrees that a private sale to a restricted group of purchasers for investment and not with a view to any distribution thereof shall be considered a commercially reasonable sale thereof. If an Event of Default shall occur and be continuing, Lender shall have the right to (i) If transfer and register any or all of the Investment Property in the name of Lender or its nominee, it being acknowledged by each Borrower (in its capacity as Borrower and, if Borrower is an issuer of any Investment Property, as the issuer) that such Grantor shall become entitled transfer and registration may be effected by Lender through the power of attorney granted pursuant to receive this Agreement, (ii) exercise, or shall receive permit its nominee to exercise, all voting and other rights pertaining to such Investment Property as a holder of such Investment Property, with full power of substitution to do so, including giving or withholding written consents of stockholders, partners or members, calling special meetings of stockholders, partners or members and voting at such meetings) and otherwise act with respect to the Investment Property as if Lender were the outright owner thereof and (iii) exercise, or permit its nominee to exercise, any stock and all rights of conversion, exchange, and subscription and any other rights, privileges or other ownership certificate options pertaining to such Investment Property (including the right to exchange any certificate representing a stock dividend or a distribution and all of the Investment Property in connection with any reclassificationmerger, increase or reduction of capital or any certificate issued in connection with any consolidation, reorganization), option or rights in respect of Stock and Stock Equivalents in any issuer thereof, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of recapitalization or other ownership interests in the Pledged Securities, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same to the Administrative Agent in the exact form received (other than Excluded Stock), duly endorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities upon the liquidation or dissolution of any issuer thereof shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsfundamental change, and in case connection therewith, the right to deposit and deliver any distribution of capital shall be made on or in respect and all of the Pledged Securities Investment Property with any committee, depositary, transfer Lender, registrar or any property shall be distributed other designated agency upon or with respect to the Pledged Securities pursuant to the recapitalization or reclassification of the capital of any issuer thereof or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, such terms and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder conditions as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities shall be received by such Grantor in violation of the immediately preceding sentence, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the ObligationsLender may determine).

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesAdministrative Agent and the Lenders, hold the same in trust for the Secured Parties Administrative Agent and promptly the Lenders and deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any After the occurrence and during the continuance of an Event of Default, any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such GrantorAdministrative Agent and the Lenders, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Note Lien Collateral Agent and the other Secured Parties, hold the same in trust for the Note Lien Collateral Agent and the other Secured Parties and promptly deliver the same forthwith to the Administrative Note Lien Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Note Lien Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Note Lien Collateral Agent so requests, signature guaranteed, to be held by the Administrative Note Lien Collateral Agent, subject to the terms hereof, as additional collateral security for the Issuer Obligations. Any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Note Lien Collateral Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsIssuer Obligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Note Lien Collateral Agent, be delivered to the Administrative Note Lien Collateral Agent to be held by it hereunder as additional collateral security for the Issuer Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Note Lien Collateral Agent, hold such money or property in trust for the Note Lien Collateral Agent and the other Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Issuer Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents of any Issuer or any other Certificated Security representing equity in any issuer thereofcompany, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, or any other Certificated Security representing equity in any company, such Grantor shall accept the same as the agent of the Administrative Agent and the other Secured Parties, hold the same in trust for the Administrative Agent and the other Secured Parties and promptly deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on upon or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with in respect to of the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Administrative Agent and the other Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in or other Pledged Equity Interest of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged Securities, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities or any property shall be distributed upon or with respect to the Pledged Securities pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents the Equity Interests in any issuer thereofIssuer which constitutes Collateral, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged Securities, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same forthwith to the Administrative Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor to the Administrative Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Collateral Agent so requests, signature guaranteed, to be held by the Administrative Collateral Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any If an Event of Default has occurred and is continuing, any sums paid upon or in respect of the Pledged Securities upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities or any property shall be distributed upon or with respect to the Pledged Securities pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Collateral Agent, be delivered to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations. If an Event of Default has occurred and is continuing, if any sums of money or property so paid or distributed in respect of the Pledged Securities shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Collateral Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents in the capital stock or other Pledged Equity Interest of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesEquity Interests, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Priority Lien Secured Parties, hold the same in trust for the Priority Lien Secured Parties and promptly deliver the same forthwith to the Administrative Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor to the Administrative Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Collateral Agent so requestsrequests (and the Collateral Agent hereby does so request), signature guaranteed, to be held by the Administrative Collateral Agent, subject to the terms hereof, as additional collateral security for the Priority Lien Obligations. Any sums paid upon or in respect of the Pledged Securities Equity Interests upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsPriority Lien Obligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Equity Interests or any property shall be distributed upon or with respect to the Pledged Securities Equity Interests pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Collateral Agent, be delivered to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Priority Lien Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Equity Interests shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Collateral Agent, hold such money or property in trust for the Priority Lien Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Priority Lien Obligations.

Investment Property. (aA) If such any Grantor shall will become entitled to receive or shall will receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents in the Equity Interests of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesInterests, or otherwise in respect thereof, such Grantor shall will accept the same as the agent of the Secured PartiesIBM Credit, hold the same in trust for the Secured Parties IBM Credit and promptly deliver the same forthwith to the Administrative Agent IBM Credit in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative AgentIBM Credit, if required, together with an undated stock power (or similar other instrument of transfer satisfactory to IBM Credit) covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent IBM Credit so requests, signature guaranteed, to be held by the Administrative AgentIBM Credit, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof shall Issuer will be paid over to the Administrative Agent IBM Credit to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall will be made on or in respect of the Pledged Securities Investment Property or any property shall will be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shallwill, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative AgentIBM Credit, be delivered to the Administrative Agent IBM Credit to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities shall Investment Property will be received by such Grantor in violation of the immediately preceding sentenceany Grantor, such Grantor shallwill, until such money or property is paid or delivered to the Administrative AgentIBM Credit, hold such money or property in trust for the Secured PartiesIBM Credit, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents in the Equity Interests of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Collateral Agent and the other Secured Parties, hold the same in trust for the Collateral Agent and the other Secured Parties and promptly deliver the same forthwith to the Administrative Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, with signature guaranteed, to be held by the Administrative Collateral Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Collateral Agent, be delivered to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Collateral Agent, hold such money or property in trust for the Collateral Agent and the other Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesAdministrative Agent and the Lenders, hold the same in trust for the Secured Parties Administrative Agent and promptly the Lenders and deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations; provided, that in no event shall this Section 5.6(a) apply to any Excluded Collateral, any certificated Collateral not required to be pledged by this Agreement or any certificated Collateral with respect to a a non-wholly-owned subsidiary, joint venture or Unrestricted Subsidiary. Any Upon the occurrence and during the continuance of an Event of Default, any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If Upon the occurrence and during the continuance of an Event of Default, if any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents in the Equity Interests of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Administrative Agent and the Secured Parties, hold the same in trust for the Administrative Agent and the Secured Parties and promptly deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, with signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Administrative Agent and the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents in the Pledged Equity Interest of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged Securities, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteedGrantor, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities upon the liquidation or dissolution of any issuer thereof Issuer (unless (x) such liquidation or dissolution was not prohibited by the Bridge Facility Agreement, and (y) no Event of Default shall have occurred and be continuing) shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities or any property shall be distributed upon or with respect to the Pledged Securities pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization)certificate, option or rights in respect of Stock and Stock Equivalents in the equity interests of any issuer thereofIssuer which constitutes Collateral, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesEquity, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesAgent and Lenders, hold the same in trust for the Secured Parties benefit of the Agent and promptly Lenders, notify Agent in writing of such receipt or entitlement, and, if requested by Agent, deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed (but without any representation or warranty) by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so reasonably requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security Collateral for the Secured Obligations. Any Upon the occurrence and during the continuance of an Event of Default and after Borrower’s receipt of notice from the Agent, (i) any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held held, at Agent’s option, either by it hereunder as additional collateral security Collateral for the Secured Obligations if an Event of Default then existsor applied to the Secured Obligations as provided in Section 6.5, and (ii) in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest Lien in favor of the Administrative Agent, be delivered to the Administrative Agent to be held held, at Agent’s option, either by it hereunder as additional collateral security Collateral for the ObligationsSecured Obligations or applied to the Secured Obligations as provided in Section 6.5. If Upon the occurrence and during the continuance of an Event of Default, if any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured PartiesAgent and Lenders, segregated from other funds of such Grantor, as additional collateral security Collateral for the Secured Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any Except as otherwise expressly permitted under Sections 7.4 and 7.5 of the Credit Agreement, sums paid upon or in respect of the Pledged Securities upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities or any property shall be distributed upon or with respect to the Pledged Securities pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, to the extent such money or property is required to be paid or delivered to the Administrative Agent, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Collateral Trustee and the Secured Parties, hold the same in trust for the Collateral Trustee and the Secured Parties and promptly deliver the same forthwith to the Administrative Agent Collateral Trustee in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if requiredCollateral Trustee, together with an undated stock transfer power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, with signature guaranteed, to be held by the Administrative AgentCollateral Trustee, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent Collateral Trustee to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative AgentCollateral Trustee, be delivered to the Administrative Agent Collateral Trustee to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative AgentCollateral Trustee, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations. Notwithstanding the foregoing, the Grantors shall not be required to pay over to the Collateral Trustee or deliver to the Collateral Trustee as Collateral any proceeds of any liquidation or dissolution of any Issuer, or any distribution of capital or property in respect of any Investment Property, to the extent that (i) such liquidation, dissolution, payment or distribution is permitted by the Parity Lien Debt Documents and (ii) the proceeds thereof are used or applied in accordance with the terms of the Parity Lien Debt Documents including any prepayment required thereby.

Investment Property. (a) If Subject to compliance with applicable Nevada Gaming Laws, if such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums So long as no Event of Default shall have occurred and be continuing, the Administrative Agent authorizes each Grantor to retain all ordinary cash dividends and distributions paid upon in the normal course of the business of the Issuer and all scheduled payments of interest. All other dividends and distributions of any type or nature, including, without limitation, any dividends or distributions paid in respect of the Pledged Securities upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then exists, and in case any distribution of capital shall be made on or in respect of the Pledged Securities or any property shall be distributed upon or with respect to the Pledged Securities pursuant to the recapitalization or reclassification of the capital of any issuer thereof or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, immediately be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the ObligationsCollateral hereunder. If any sums of money or property so paid or distributed in respect of the Pledged Securities shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents in the Equity Interests of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall shall, to the extent permitted under applicable Law, accept the same as the agent of the Secured PartiesAdministrative Agent and the Lenders, hold the same in trust for the Secured Parties Administrative Agent and promptly the Lenders and deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Investment Property, Pledged Securities Notes, or Pledged Stock upon the liquidation or dissolution of any issuer thereof shall Issuer shall, to the extent permitted under applicable Law, be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event and, in the case of Default then existsFurmanite Offshore, for the Parallel Debt Obligations, and in case any distribution of capital shall be made on or in respect of the Investment Property, Pledged Securities Notes, or Pledged Stock, or any property shall be distributed upon or with respect to the Investment Property , Pledged Securities Notes, or Pledged Stock pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, to the extent permitted under applicable Law, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations and, in the case of Furmanite Offshore, for the Parallel Debt Obligations. If any sums of money or property so paid or distributed in respect of the Investment Property, Pledged Securities Notes, or Pledged Stock shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such Grantor, as additional collateral security for the Obligations and, in the case of Furmanite Offshore, for the Parallel Debt Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Pledged Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall shall, to the extent such certificate, option or right constitutes Pledged Stock, accept the same as the agent of the Secured PartiesAdministrative Agent and the Lenders, hold the same in trust for the Secured Parties Administrative Agent and promptly the Lenders and deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any In each case, except to the extent the Credit Agreement permits the applicable Grantor to retain such sums of money or property, (i) any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If , and (ii) if any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured PartiesLenders, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer equivalents covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations; provided, that in no event shall there be pledged more than 65% of any of the outstanding Foreign Subsidiary Voting Stock of any Foreign Subsidiary. Any Unless permitted to be retained pursuant to the Credit Agreement, any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent (unless otherwise agreed in the Credit Agreement) to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents the Equity Interests in any issuer thereofissuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesEquity Interests, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any If an Event of Default shall occur and be continuing, (i) any sums paid upon or in respect of the Pledged Securities Equity Interests upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then exists, and (ii) in case any distribution of capital shall be made on or in respect of the Pledged Securities Equity Interests or any property shall be distributed upon or with respect to the Pledged Securities Equity Interests pursuant to the recapitalization or reclassification of the capital of any issuer thereof or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Equity Interests shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money money, to the extent required pursuant to (i) above, or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), or option or rights in respect of Stock and Stock Equivalents in the capital stock or other Pledged Equity Interest of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesEquity Interests, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same forthwith to the Administrative Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor to the Administrative Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Collateral Agent so requests, signature guaranteed, to be held by the Administrative Collateral Agent, subject to the terms hereof, as additional collateral security for the Secured Obligations. Any If an Event of Default shall have occurred and be continuing, any sums paid upon or in respect of the Pledged Securities Equity Interests upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsSecured Obligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Equity Interests or any property shall be distributed upon or with respect to the Pledged Securities Equity Interests pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Collateral Agent, be delivered to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Secured Obligations. If an Event of Default shall have occurred and be continuing and any sums of money or property so paid or distributed in respect of the Pledged Securities Equity Interests shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Collateral Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Secured Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesAdministrative Agent and the Lenders, hold the same in trust for the Secured Parties Administrative Agent and promptly the Lenders and deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the ObligationsObligations subject to the 65% limitation for Foreign Subsidiary Voting Stock. Any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured PartiesLenders, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesAdministrative Agent and the Lenders, hold the same in trust for the Secured Parties Administrative Agent and promptly the Lenders and deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations, except to the extent that any of the foregoing actions could result in more than 66% of the total outstanding Foreign Subsidiary Voting Stock being pledged hereunder. Any If an Event of Default shall have occurred and be continuing, any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If Upon the occurrence and during the continuance of an Event of Default, if any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents the Equity Interests in any issuer thereofissuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesEquity Interests, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same forthwith to the First Lien Administrative Agent or the Collateral Agent, as applicable in accordance with the Intercreditor Agreement, in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor to the Administrative Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the such First Lien Administrative Agent or Collateral Agent so requests, signature guaranteed, to be held by the such First Lien Administrative Agent or Collateral Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any If an Event of Default shall occur and be continuing, (i) any sums paid upon or in respect of the Pledged Securities Equity Interests upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the First Lien Administrative Agent or the Collateral Agent, as applicable in accordance with the Intercreditor Agreement, to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then exists, and (ii) in case any distribution of capital shall be made on or in respect of the Pledged Securities Equity Interests or any property shall be distributed upon or with respect to the Pledged Securities Equity Interests pursuant to the recapitalization or reclassification of the capital of any issuer thereof or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Second Lien Administrative Agent, be delivered to the First Lien Administrative Agent or the Collateral Agent, as applicable in accordance with the Intercreditor Agreement, to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Equity Interests shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money money, to the extent required pursuant to (i) above, or property is paid or delivered to the such First Lien Administrative Agent or Collateral Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesCollateral Agent, the Administrative Agent and the Lenders, hold the same in trust for the Secured Parties Collateral Agent, the Administrative Agent and promptly the Lenders and deliver the same forthwith to the Administrative Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Collateral Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities Investment Property that constitutes Collateral upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities such Investment Property or any property shall be distributed upon or with respect to the Pledged Securities such Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Collateral Agent, be delivered to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property that constitutes Collateral shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Collateral Agent, hold such money or property in trust for the Secured PartiesCollateral Agent, the Administrative Agent and the Lenders, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization)certificate, option or rights in respect of Stock and Stock Equivalents in the equity interests of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesEquity, or otherwise in respect thereof, such Grantor shall accept the same as the agent of Agent and the Secured PartiesLenders, hold the same in trust for Agent and the Secured Parties Lenders and promptly deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security Collateral for the Secured Obligations. Any Upon the occurrence and during the continuance of an Event of Default, (i) any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held held, at Agent’s option, either by it hereunder as additional collateral security Collateral for the Secured Obligations if an Event of Default then existsor applied to the Secured Obligations as provided in Section 6.5, and (ii) in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest Lien in favor of the Administrative Agent, be delivered to the Administrative Agent to be held held, at Agent’s option, either by it hereunder as additional collateral security Collateral for the ObligationsSecured Obligations or applied to the Secured Obligations as provided in Section 6.5. If Upon the occurrence and during the continuance of an Event of Default, if any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured PartiesLenders, segregated from other funds of such Grantor, as additional collateral security Collateral for the Secured Obligations.

Investment Property. (a) If such any Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization)certificate, option or rights in respect of Stock and Stock Equivalents in the equity interests of any issuer thereofInvestment Property Issuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesEquity, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesCollateral Agent, hold the same in trust for the Collateral Agent, for the benefit of the Secured Parties and promptly deliver the same forthwith to the Administrative Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor to the Administrative Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Collateral Agent so requests, signature guaranteed, to be held by the Administrative Collateral Agent, for the benefit of the Secured Parties, subject to the terms hereof, as additional collateral security Collateral for the Obligations. Any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Investment Property Issuer shall be paid over to the Administrative Collateral Agent to be held by it hereunder as additional collateral security Collateral for the Obligations if an Event of Default then exists, and in Obligations. In case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Investment Property Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest Lien in favor of the Administrative Collateral Agent, for the benefit of the Secured Parties, be delivered to the Administrative Collateral Agent to be held by it hereunder as additional collateral security Collateral for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceany Grantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Collateral Agent, hold such money or property in trust for the Collateral Agent, for the benefit of the Secured Parties, segregated from other funds of such Grantor, as additional collateral security Collateral for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock certificate or other ownership certificate instrument (including any certificate or instrument representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate or instrument issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents in the capital stock or other Equity Interests of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares (or such other interests) of or other ownership interests in the Pledged Securities, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesCollateral Agent, hold the same in trust for the Secured Parties Collateral Agent and promptly deliver the same forthwith to the Administrative Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Collateral Agent, if required, together with an undated stock power or similar other equivalent instrument of transfer acceptable to the Collateral Agent covering such certificate or instrument duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteedGrantor, to be held by the Administrative Collateral Agent, subject to the terms hereof, as additional collateral security for the Secured Obligations. Any Upon the occurrence and during the continuance of an Event of Default, (i) any sums paid upon or in respect of the Pledged Securities any Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Collateral Agent to be held by it hereunder applied to the Secured Obligations as additional collateral security for the Obligations if an Event of Default then existsprovided in Section 7.04, and (ii) in case any distribution of capital shall be made on or in respect of the Pledged Securities any Investment Property or any property shall be distributed upon or with respect to the Pledged Securities any Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative AgentCollateral Agent for the ratable benefit of the Secured Parties, be delivered to the Administrative Collateral Agent to be held by it hereunder applied to the Secured Obligations as additional collateral security for provided in Section 7.04. Upon the Obligations. If occurrence and during the continuance of an Event of Default, if any sums of money or property so paid or distributed in respect of the Pledged Securities any Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Collateral Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security Collateral for the Secured Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents in the capital stock of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesAdministrative Agent and the Lenders, hold the same in trust for the Secured Parties Administrative Agent and promptly the Lenders and deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any After the occurrence and during the continuance of an Event of Default, any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such GrantorAdministrative Agent and the Lenders, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock certificated security (including, without limitation, any such certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Administrative Agent and the Secured Parties, hold the same in trust for the Administrative Agent and the Secured Parties and promptly deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities upon the liquidation or dissolution of any issuer thereof shall be paid over Subject to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsSection 6.3, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property, or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If Subject to Section 6.3, if any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations. Notwithstanding the foregoing, the Grantors shall not be required to pay over to the Administrative Agent or deliver to the Administrative Agent as Collateral any proceeds of any liquidation or dissolution of any Issuer, or any distribution of capital or property in respect of any Investment Property, to the extent that (i) such liquidation, dissolution or distribution, if treated as a Disposition of the relevant Issuer, would be permitted by the Credit Agreement and (ii) the proceeds thereof are applied toward prepayment of Loans and reduction of Commitments to the extent required by the Credit Agreement.

Investment Property. (ai) Within ninety (90) days following the Closing Date, and from time to time upon Xxxxxx’s request, all certificates and/or instruments evidencing the Pledged Equity shall promptly be delivered to and held by or on behalf of Lender pursuant hereto. All Pledged Equity shall be accompanied by (A) duly executed instruments of transfer to be assigned in blank, in form and substance reasonably satisfactory to Lender in each instance, (B) a duly executed irrevocable proxy, in form and substance reasonably satisfactory to Lender in each instance (an “Irrevocable Proxy”), and (C) a duly acknowledged equity interest registration page, in blank, from the applicable Issuer, in form and substance reasonably satisfactory to Lender in each instance (a “Registration Page”). If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization)certificate, option or rights in respect of Stock and Stock Equivalents in the equity interests of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesEquity, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesLender, hold the same in trust for the Secured Parties and Lender and, upon Xxxxxx’s request, promptly deliver the same forthwith to the Administrative Agent Lender in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative AgentLender, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent Lender so requests, signature guaranteed, to be held by the Administrative AgentXxxxxx, subject to the terms hereof, as additional collateral security Collateral for the Secured Obligations. Any If such Grantor acquires Pledged Equity with respect to any Issuer following the date hereof that is not an Issuer of Pledged Equity as of the date hereof, such Grantor shall, upon Xxxxxx’s request, promptly deliver an executed Irrevocable Proxy and Registration Page with respect to such new Issuer to Lender. Upon the occurrence and during the continuance of an Event of Default, (1) any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent Lender to be held held, at Xxxxxx’s option, either by it hereunder as additional collateral security Collateral for the Secured Obligations if an Event of Default then existsor applied to the Obligations as provided in the Credit Agreement, and (2) in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest Lien in favor of the Administrative AgentXxxxxx, upon Xxxxxx’s request, promptly be delivered to the Administrative Agent Lender to be held held, at Lender’s option, either by it hereunder as additional collateral security Collateral for the ObligationsSecured Obligations or applied to the Obligations as provided in the Credit Agreement. If Upon the occurrence and during the continuance of an Event of Default, if any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of Grantor, unless otherwise permitted hereunder or under the immediately preceding sentenceCredit Agreement, such Grantor shall, until such money or property is paid or delivered to the Administrative AgentLender, hold such money or property in trust for the Secured PartiesLender, segregated from other funds of such Grantor, as additional collateral security Collateral for the Secured Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents in the Equity Interests of any issuer thereofSubsidiary, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesEquity, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Collateral Agent and the other Secured Parties, hold the same in trust for the Collateral Agent and the other Secured Parties and promptly deliver the same forthwith to the Administrative Collateral Agent or to the extent required by the Intercreditor Agreement, the First-Lien Collateral Agent, in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Collateral Agent (or the First-Lien Collateral Agent, as applicable), if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteedGrantor, to be held by the Administrative Collateral Agent (or the First-Lien Collateral Agent, as applicable), subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities upon the liquidation or dissolution of any issuer thereof shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if If an Event of Default then existsshall have occurred and be continuing, and in case any distribution of capital to a Grantor (other than cash) required to be included in Collateral shall be made on or in respect of the Pledged Securities Investment Property or any property (other than cash) required to be included in Collateral shall be distributed to a Grantor upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed such Grantor shall, if an Event unless such distribution of Default then exists, and unless capital or property is otherwise subject to a perfected security interest in favor of the Administrative Collateral Agent, use commercially reasonable efforts to cause it to be delivered subject to a perfected security interest in favor of the Collateral Agent to the Administrative Agent extent and in the manner required pursuant to be held by it hereunder as additional collateral security for the ObligationsSection 4.3. If any sums of money or such property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Collateral Agent (or the First-Lien Collateral Agent, as applicable), hold such money or property in trust for the Collateral Agent and the other Secured Parties, segregated from other funds of such Grantor, Parties as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), or option or rights in respect of Stock and Stock Equivalents in any issuer thereofthe capital stock or other Pledged Equity Interest, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesEquity Interests, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same forthwith to the Administrative Agent Collateral Trustee in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor to the Administrative AgentCollateral Trustee, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent Collateral Trustee so requests, signature guaranteed, to be held by the Administrative AgentCollateral Trustee, subject to the terms hereof, as additional collateral security for the Secured Obligations. Any If any Secured Debt Default shall have occurred and be continuing, any sums paid upon or in respect of the Pledged Securities Equity Interests upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent Collateral Trustee to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsSecured Obligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Equity Interests or any property shall be distributed upon or with respect to the Pledged Securities Equity Interests pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative AgentCollateral Trustee, be delivered to the Administrative Agent Collateral Trustee to be held by it hereunder as additional collateral security for the Secured Obligations. If any Secured Debt Default shall have occurred and be continuing and any sums of money or property so paid or distributed in respect of the Pledged Securities Equity Interests shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative AgentCollateral Trustee, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Secured Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), or option or rights in respect of Stock and Stock Equivalents in Collateral consisting of capital stock or other Pledged Equity Interest of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in Collateral consisting of the Pledged SecuritiesEquity Interests, or otherwise in respect thereof, in each case, solely to the extent constituting Collateral, such Grantor shall shall, subject to the Collateral and Guarantee Requirement, accept the same as the agent of the Secured Parties, hold the same in trust on behalf of and for the Secured Parties and promptly deliver (subject to the First-Second Intercreditor Agreement) the same forthwith to the Administrative Second Lien Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor to the Administrative Second Lien Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Second Lien Collateral Agent so requests, signature guaranteed, to be held by the Administrative Second Lien Collateral Agent, subject to the terms hereof, as additional collateral security for the Secured Obligations. Any If an Event of Default shall have occurred and be continuing for which notice has been given by the Administrative Agent to the Grantors; provided no such notice shall be required in the case of any bankruptcy or insolvency of any Grantor, any sums paid upon or in respect of the Pledged Securities Equity Interests upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Second Lien Collateral Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsSecured Obligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Equity Interests or any property shall be distributed upon or with respect to the Pledged Securities Equity Interests pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Second Lien Collateral Agent, be delivered to the Administrative Second Lien Collateral Agent to be held by it hereunder as additional collateral security for the Secured Obligations. If an Event of Default shall have occurred and be continuing for which notice has been given by the Administrative Agent to the Grantors; provided no such notice shall be required in the case of any bankruptcy or insolvency of any Grantor, any sums of money or property so paid or distributed in respect of the Pledged Securities Equity Interests shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Second Lien Collateral Agent, hold such money or property in trust on behalf of and for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Secured Obligations.

Investment Property. (a) If Subject to compliance with applicable Gaming Laws, if such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofPledged Security Issuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesEquity Interests, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same forthwith to the Administrative Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor to the Administrative Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Collateral Agent so requests, signature guaranteed, to be held by the Administrative Collateral Agent, for the benefit of the Secured Parties, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities upon the liquidation or dissolution of any issuer thereof Pledged Security Issuer shall be paid over to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities or any property shall be distributed upon or with respect to the Pledged Securities pursuant to the recapitalization or reclassification of the capital of any issuer thereof Pledged Security Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to (i) a perfected security interest on a first priority basis in favor of the Administrative Collateral Agent, for the benefit of the Bank Secured Parties, and (ii) a perfected security interest on a second priority basis in favor of the Collateral Agent, for the benefit of the Note Credit Parties, be delivered to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Collateral Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents in the Equity Interests of any issuer thereofIssuer of the Pledged Equity Interests, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged Securities, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same forthwith to the Administrative Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor to the Administrative Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Collateral Agent so requests, signature guaranteed, to be held by the Administrative Collateral Agent, subject to the terms hereof, as additional collateral security for the Crest Obligations and the Obligations. Any If an Event of Default has occurred and is continuing, any sums paid upon or in respect of the Pledged Securities upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Crest Obligations if an Event of Default then existsand the Obligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities or any property shall be distributed upon or with respect to the Pledged Securities pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Collateral Agent, be delivered to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Crest Obligations and the Obligations. If an Event of Default has occurred and is continuing, if any sums of money or property so paid or distributed in respect of the Pledged Securities shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Collateral Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Crest Obligations and the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization)certificate, option or rights in respect of Stock and Stock Equivalents in the Equity Interests of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesEquity, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesAgent and Lenders, hold the same in trust for the Secured Parties Agent and promptly Lenders and deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security Collateral for the ObligationsLiabilities. Any Upon the occurrence and during the continuance of an Event of Default, (i) any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held held, at Agent's option, either by it hereunder as additional collateral security Collateral for the Obligations if an Event of Default then existsLiabilities or applied to the Liabilities as provided in Section 6.5, and (ii) in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest Lien in favor of the Administrative Agent, be delivered to the Administrative Agent to be held held, at Agent's option, either by it hereunder as additional collateral security Collateral for the ObligationsLiabilities or applied to the Liabilities as provided in Section 6.5. If Upon the occurrence and during the continuance of an Event of Default, if any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured PartiesLenders, segregated from other funds of such Grantor, as additional collateral security Collateral for the ObligationsLiabilities.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer equivalents covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteedGrantor, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations; provided, that in no event shall there be pledged more than 65% of any of the outstanding Foreign Subsidiary Voting Stock or shall include any Excluded Collateral. Any Upon the occurrence and during the continuance of an Event of Default under the Credit Agreement, any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent (unless otherwise agreed in the Credit Agreement) to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Administrative Agent and the Lender Parties, hold the same in trust for the Secured Administrative Agent and the Lender Parties and promptly deliver the same to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteedGrantor, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any If the Administrative Agent so requests at any time when an Event of Default has occurred and is continuing, any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property is required to be delivered to the Administrative Agent shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured Administrative Agent and the Lender Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization)certificate, option or rights in respect of Stock and Stock Equivalents in the Equity Interests of any issuer thereofPledgor, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesEquity, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesHolder, hold the same in trust for the Secured Parties Holder and promptly deliver the same forthwith to the Administrative Agent Holder in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative AgentHolder, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent Holder so requests, signature guaranteedguarantied, to be held by the Administrative AgentHolder, subject to the terms hereof, as additional collateral security Collateral for the Secured Obligations. Any Upon the occurrence and during the continuance of an Event of Default, (i) unless the Holder provides express written notice to the contrary, any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Pledgor shall be paid over to the Administrative Agent Holder to be held by it hereunder as additional collateral security Collateral for the Obligations if an Event of Default then existsSecured Obligations, and (ii) in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Pledgor or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest Lien in favor of the Administrative AgentHolder, be delivered to the Administrative Agent Holder to be held by it hereunder as additional collateral security Collateral for the Secured Obligations. If Upon the occurrence and during the continuance of an Event of Default, if any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative AgentHolder, hold such money or property in trust for the Secured PartiesHolder, segregated from other funds of such Grantor, as additional collateral security Collateral for the Secured Obligations.

Investment Property. (af) If such Grantor shall become entitled to receive or shall receive any stock certificate or other ownership certificate instrument (including any certificate or instrument representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate or instrument issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents in the capital stock or other Equity Interests of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares (or such other interests) of or other ownership interests in the Pledged Securities, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesAdministrative Agent, hold the same in trust for the Secured Parties Administrative Agent and promptly deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar other equivalent instrument of transfer acceptable to the Administrative Agent covering such certificate or instrument duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteedGrantor, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Secured Obligations. Any Upon the occurrence and during the continuance of an Event of Default, (i) any sums paid upon or in respect of the Pledged Securities any Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held held, at the Administrative Agent’s option, either by it hereunder as additional collateral security Collateral for the Secured Obligations if an Event of Default then existsor applied to the Secured Obligations as provided in Section 7.04, and (ii) in case any distribution of capital shall be made on or in respect of the Pledged Securities any Investment Property or any property shall be distributed upon or with respect to the Pledged Securities any Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative AgentAgent for the ratable benefit of the Guaranteed Creditors, be delivered to the Administrative Agent to be held held, at the Administrative Agent’s option, either by it hereunder as additional collateral security Collateral for the ObligationsSecured Obligations or applied to the Secured Obligations as provided in Section 7.04. If Upon the occurrence and during the continuance of an Event of Default, if any sums of money or property so paid or distributed in respect of the Pledged Securities any Investment Property shall be received 16 by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured PartiesGuaranteed Creditors, segregated from other funds of such Grantor, as additional collateral security Collateral for the Secured Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Administrative Agent, the Revolver Agent, the Lenders and the other Secured Parties, hold the same in trust for the Secured Parties such Persons and promptly deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any If an Event of Default has occurred and is continuing, any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of, or as a distribution of capital by, any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations Obligations, and in case any property (if an Event of Default then exists, has occurred and in case any distribution of capital shall be made on or in respect of the Pledged Securities is continuing) or any property Investment Property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of (when otherwise required to be paid or delivered over to the immediately preceding sentenceAdministrative Agent as set forth above), such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Administrative Agent, the Revolver Agent, the Lenders and the other Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights (if in deliverable form) in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesAdministrative Agent and the Lenders, hold the same in trust for the Secured Parties Administrative Agent and promptly the Lenders and deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Guarantor Obligations. Any Except as provided in the Credit Agreement, any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsGuarantor Obligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Guarantor Obligations. If Except as provided in the Credit Agreement, if any sums of money or property so paid or distributed in respect of the Pledged Securities shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured PartiesLenders, segregated from other funds of such Grantor, as additional collateral security for the Guarantor Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend (but excluding any pay-in-kind dividend on the CFC Preferred Stock so long as no Default or Event of Default is in existence) or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Collateral Agent and the other Secured Parties, hold the same in trust for the Collateral Agent and the other Secured Parties and promptly deliver the same forthwith to the Administrative Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Collateral Agent so requests, signature guaranteed, to be held by the Administrative Collateral Agent, subject to the terms hereof, as additional collateral security for the Secured Obligations. Any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer (except to the extent set forth in Section 4.4(b) in respect of the CCM Stock) shall be paid over to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsSecured Obligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Collateral Agent, be delivered to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Secured Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Collateral Agent, hold such money or property in trust for the Collateral Agent and the other Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Secured Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents in any issuer thereof, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged Securities, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same to the Administrative Agent in the exact form received (other than Excluded Stock), duly endorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Secured Obligations. Any sums paid upon or in respect of the Pledged Securities upon the liquidation or dissolution of any issuer thereof shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Secured Obligations if an Event of Default then exists, and in case any distribution of capital shall be made on or in respect of the Pledged Securities or any property shall be distributed upon or with respect to the Pledged Securities pursuant to the recapitalization or reclassification of the capital of any issuer thereof or pursuant to the reorganization thereof, the property so distributed shall, (x) if an Event of Default then exists, and unless exists or (y) if otherwise subject required to a perfected security interest in favor of be delivered to the Administrative AgentAgent pursuant to the terms of this Agreement, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the ObligationsSecured Obligations and/or applied in accordance with Section 8.03 of the Credit Agreement. If any sums of money or property so paid or distributed in respect of the Pledged Securities shall be received by such Grantor in violation of the immediately preceding sentence, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, and forthwith deliver such money or property to the Administrative Agent to be held as additional collateral security for the ObligationsSecured Obligations or applied in accordance with Section 8.03 of the Credit Agreement.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofSubsidiary, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesEquity, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Administrative Agent and the other Secured Parties, hold the same in trust for the Administrative Agent and the other Secured Parties and promptly deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteedGrantor, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities upon the liquidation or dissolution of any issuer thereof shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if If an Event of Default then existsshall have occurred and be continuing, and in case any distribution of capital to a Grantor (other than cash) required to be included in Collateral shall be made on or in respect of the Pledged Securities Investment Property or any property (other than cash) required to be included in Collateral shall be distributed to a Grantor upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed such Grantor shall, if an Event unless such distribution of Default then exists, and unless capital or property is otherwise subject to a perfected security interest in favor of the Administrative Agent, use commercially reasonable efforts to cause it to be delivered subject to a perfected security interest in favor of the Administrative Agent to be held by it hereunder as additional collateral security for the Obligationsextent and in the manner required pursuant to Section 5.3 hereof. If any sums of money or such property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Administrative Agent and the other Secured Parties, segregated from other funds of such Grantor, Parties as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization)certificate, option or rights in respect of Stock and Stock Equivalents in the equity interests of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesEquity, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesLender, hold the same in trust for Lender and, subject to the Secured Parties and promptly Intercreditor Agreement, deliver the same forthwith to the Administrative Agent Lender in the exact form received (other than Excluded Stock)received, duly endorsed indorsed (but without any representation or warranty) by such Grantor to the Administrative AgentLender, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteedGrantor, to be held by the Administrative AgentLender, subject to the terms hereof, as additional collateral security Collateral for the Secured Obligations. Any Upon the occurrence and during the continuance of an Event of Default, (i) any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent Lender to be held held, at Lender’s option, either by it hereunder as additional collateral security Collateral for the Secured Obligations if an Event of Default then existsor applied to the Secured Obligations as provided in Section 6.5, and (ii) in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Propeity or any property propeity shall be distributed upon or with respect to the Pledged Securities Investment Propeity pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest Lien in favor of Lender and subject to the Administrative AgentIntercreditor Agreement, be delivered to the Administrative Agent Lender to be held held, at Lender’s option, either by it hereunder as additional collateral security Collateral for the ObligationsSecured Obligations or applied to the Secured Obligations as provided in Section 6.5. If Upon the occurrence and during the continuance of an Event of Default, if any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative AgentLender, hold such money or property propeity in trust for the Secured PartiesLender, segregated from other funds of such Grantor, as additional collateral security Collateral for the Secured Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer of Pledged Stock, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesAdministrative Agent and the Lenders, hold the same in trust for the Secured Parties Administrative Agent and promptly the Lenders and, if required after the occurrence and during the continuance of an Event of Default, deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums non-cash property paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof shall Issuer shall, upon notice to such Grantor by the Administrative Agent, be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of non-cash capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then existsupon notice to such Grantor by the Administrative Agent, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or non-cash property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative AgentAgent pursuant to Section 6.3, hold such money or property in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of Stock and Stock Equivalents the Equity Interests in any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged Securities, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same forthwith to the Administrative Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor to the Administrative Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Collateral Agent so requests, signature guaranteed, to be held by the Administrative Collateral Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities or any property shall be distributed upon or with respect to the Pledged Securities pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Collateral Agent, be delivered to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Collateral Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall shall, if requested by the Collateral Agent or the Required Secured Parties, accept the same as the agent of the Collateral Agent and the Secured Parties, hold the same in trust for the Collateral Agent and the Secured Parties and promptly deliver the same forthwith to the Administrative Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Collateral Agent so requests, signature guaranteed, to be held by the Administrative Collateral Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Collateral Agent, if requested by the Collateral Agent or the Required Secured Parties, be delivered to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Collateral Agent, if requested by the Collateral Agent or the Required Secured Parties, hold such money or property in trust for the Collateral Agent and the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in (constituting Collateral hereunder) of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Collateral Agent and the Secured Parties, hold the same in trust for the Collateral Agent and the Secured Parties and promptly deliver the same forthwith to the Administrative Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Collateral Agent so requests, signature guaranteed, to be held by the Administrative Collateral Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities Investment Property constituting Collateral hereunder upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities such Investment EXHIBIT 10-42 Property or any property shall be distributed upon or with respect to the Pledged Securities such Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Collateral Agent, be delivered to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities such Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Collateral Agent, hold such money or property in trust for the Collateral Agent and the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock owned by such Grantor, or otherwise in respect thereof, such Grantor shall accept the same same, subject to the last sentence of Section 3, as the agent of the Secured PartiesAdministrative Agent and the Lenders, hold the same in trust for the Secured Parties Administrative Agent and promptly the Lenders and deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so reasonably requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the such Grantor’s Obligations. Any sums paid upon or in respect of the Pledged Securities Investment Property (other than Cash Equivalents) upon the liquidation or dissolution of any issuer thereof Issuer (other than, so long as no Event of Default shall have occurred and be continuing, with respect to a dissolution or liquidation permitted by Section 7.4 of the Credit Agreement) shall be paid over by the applicable Grantor to the Administrative Agent to the extent required to be held by it hereunder as additional collateral security for applied to prepay the Obligations if an Event Loans under Section 2.11(b) of Default then existsthe Credit Agreement, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property (other than Cash Equivalents owned by the Grantor) or any property shall be distributed upon or with respect to the Pledged Securities Investment Property owned by a Grantor pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for such Grantor’s Obligations (to the Obligationsextent requested by the Administrative Agent and only upon the occurrence and continuation of a Default or an Event of Default). If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such Grantor, as additional collateral security for the Obligationsapplicable Grantor’s Obligations (to the extent requested by the Administrative Agent and only upon the occurrence and continuation of a Default or an Event of Default).

Investment Property. (ai) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesAdministrative Agent and the Lenders, hold the same in trust for the Secured Parties Administrative Agent and promptly the Lenders and deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations, PROVIDED that such Grantor shall not be required to deliver any certificates, options or rights in excess of 65% of the Foreign Subsidiary Voting Stock of any Foreign Subsidiary. Any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such Grantor, as additional collateral security for the Obligations. Without the prior written consent of the Administrative Agent, such Grantor will not (i) vote to enable, or take any other action to permit, any Issuer to issue any Capital Stock of any nature or to issue any other securities convertible into or granting the right to purchase or exchange for any Capital Stock of any nature of any Issuer, (ii) sell, assign, transfer, exchange, or otherwise dispose of, or grant any option with respect to, the Investment Property or Proceeds thereof (except pursuant to a transaction expressly permitted by the Credit Agreement), (iii) create, incur or permit to exist any Lien or option in favor of, or any claim of any Person with respect to, any of the Investment Property or Proceeds thereof, or any interest therein, except for the security interests created by this Agreement or (iv) enter into any agreement or undertaking restricting the right or ability of such Grantor or the Administrative Agent to sell, assign or transfer any of the Investment Property or Proceeds thereof. In the case of each Grantor which is an Issuer, such Issuer agrees that (i) it will be bound by the terms of this Agreement relating to the Investment Property issued by it and will comply with such terms insofar as such terms are applicable to it, (ii) it will notify the Administrative Agent promptly in writing of the occurrence of any of the events described in Section 5.8(a) with respect to the Investment Property issued by it and (iii) the terms of Sections 6.3(c) and 6.7 shall apply to it, mutatis mutandis, with respect to all actions that may be required of it pursuant to Section 6.3(c) or 6.7 with respect to the Investment Property issued by it.

Investment Property. (a) If such Grantor the Borrower shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor the Borrower shall accept the same as the agent of the Secured PartiesCollateral Agent, hold the same in trust for the Secured Parties Collateral Agent and promptly deliver the same forthwith to the Administrative Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor the Borrower to the Administrative Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor the Borrower and with, if the Administrative Collateral Agent so requests, signature guaranteed, to be held by the Administrative Collateral Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Collateral Agent, be delivered to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceBorrower, such Grantor the Borrower shall, until such money or property is paid or delivered to the Administrative Collateral Agent, hold such money or property in trust for the Secured PartiesCollateral Agent, segregated from other funds of such Grantorthe Borrower, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor Guarantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in any issuer thereofof Borrower, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged Securitiessuch Capital Stock, or otherwise in respect thereof, such Grantor Guarantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor Guarantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor Guarantor and with, if the Administrative Agent so requests, signature guaranteedguarantied, to be held by the Administrative Agent, subject to the terms hereof, as additional as collateral security for the Guarantied Obligations, and shall constitute Pledged Stock for all purposes hereof. Any Upon the occurrence and during the continuance of a Default or Event of Default, any sums paid upon on or in respect of the Pledged Securities Stock upon the liquidation or dissolution of any issuer thereof Borrower shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsGuarantied Obligations, and in case if any distribution of capital shall be made on or in respect of the Pledged Securities Stock, or any property shall be distributed upon on or with respect to the Pledged Securities Stock pursuant to the recapitalization or reclassification of the capital of any issuer thereof Borrower or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Guarantied Obligations. If Upon the occurrence and during the continuance of a Default or Event of Default, if any sums of money or property so paid or distributed in respect of the Pledged Securities Stock shall be received by such Grantor in violation of the immediately preceding sentenceGuarantor, such Grantor it shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such GrantorGuarantor, as additional collateral security for the Guarantied Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), or option or rights in respect of Stock and Stock Equivalents in the capital stock or other Pledged Equity Interest of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesEquity Interests, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Secured Obligations. Any If an Event of Default shall have occurred and be continuing, any sums paid upon or in respect of the Pledged Securities Equity Interests upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsSecured Obligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Equity Interests or any property shall be distributed upon or with respect to the Pledged Securities Equity Interests pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Secured Obligations. If an Event of Default shall have occurred and be continuing and any sums of money or property so paid or distributed in respect of the Pledged Securities Equity Interests shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Secured Obligations.

Investment Property. (aix) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured PartiesAdministrative Agent and the Lenders, hold the same in trust for the Secured Parties Administrative Agent and promptly the Lenders and deliver the same forthwith to the Administrative Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteed, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations, except to the extent that any of the foregoing actions could result in more than 66% of the total outstanding Foreign Subsidiary Voting Stock being pledged hereunder. Any If an Event of Default shall have occurred and be continuing, any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Agent, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If Upon the occurrence and during the continuance of an Event of Default, if any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including including, without limitation, any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in or other Pledged Equity Interest of any issuer thereofIssuer, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged Securities, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same forthwith to the Administrative Canadian Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed by such Grantor to the Administrative Canadian Collateral Agent, if required, together with an undated stock power or similar instrument of transfer covering such certificate duly executed in blank by such Grantor and with, if the Administrative Agent so requests, signature guaranteedGrantor, to be held by the Administrative Canadian Collateral Agent, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Securities upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Canadian Collateral Agent to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities or any property shall be distributed upon or with respect to the Pledged Securities pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Canadian Collateral Agent, be delivered to the Administrative Canadian Collateral Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Canadian Collateral Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.

Investment Property. (a) If such Grantor shall become entitled to receive or shall receive any stock or other ownership certificate (including any certificate representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights in respect of the Capital Stock and Stock Equivalents in of any issuer thereofIssuer of Pledged Equity Interests, whether in addition to, in substitution of, as a conversion of, or in exchange for, any shares of or other ownership interests in the Pledged SecuritiesStock, or otherwise in respect thereof, such Grantor shall accept the same as the agent of the Secured Parties, hold the same in trust for the Secured Parties and promptly deliver the same forthwith to the Administrative Collateral Agent in the exact form received (other than Excluded Stock)received, duly endorsed indorsed by such Grantor to the Administrative Collateral Agent, if required, together with an undated stock power or similar instrument of transfer equivalents covering such certificate duly executed in blank by such Grantor and with, if the Administrative Collateral Agent so requests, signature guaranteed, to be held by the Administrative Collateral Agent, subject to the terms hereof, as additional collateral security for the Obligations; provided, that in no event shall there be pledged more than 65% of the total voting power of the outstanding Foreign Subsidiary Voting Stock of any Foreign Subsidiary. Any sums paid upon or in respect of the Pledged Securities Investment Property upon the liquidation or dissolution of any issuer thereof Issuer shall be paid over to the Administrative Collateral Agent (unless otherwise agreed in the Credit Agreement) to be held by it hereunder as additional collateral security for the Obligations if an Event of Default then existsObligations, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Investment Property or any property shall be distributed upon or with respect to the Pledged Securities Investment Property pursuant to the recapitalization or reclassification of the capital of any issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall, if an Event of Default then exists, and unless otherwise subject to a perfected security interest in favor of the Administrative Collateral Agent, be delivered to the Administrative Collateral Agent to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Securities Investment Property shall be received by such Grantor in violation of the immediately preceding sentenceGrantor, such Grantor shall, until such money or property is paid or delivered to the Administrative Collateral Agent, hold such money or property in trust for the Secured Parties, segregated from other funds of such Grantor, as additional collateral security for the Obligations.