Common use of Pledge and Grant Clause in Contracts

Pledge and Grant. of Security Interest in ------------------------------------------------------------ Collateral. ---------- (a) On the Issuance Date, the Company and ▇▇▇▇▇▇▇ shall (i) enter into the Security Agreement, as Debtors, and (ii) for so long as the Notes are outstanding, each of the Company and ▇▇▇▇▇▇▇ shall comply in all respects with the terms of the Security Agreement, including without limitation, the obligation to, as and when required, (a) grant for the equal and ratable benefit of the Holders of the Notes a security interest in the Company's and ▇▇▇▇▇▇▇'▇ right, title and interest in and to the Collateral, (b) pledge Additional Collateral, and (c) to deliver certificates of Collateral Fair Market Value. (b) The Company and ▇▇▇▇▇▇▇ shall do or cause to be done all such acts and things as may be necessary or proper, or as may be required by the provisions of the Security Agreement, to assure and confirm to the Trustee the security interest in the Collateral, so as to render the same available for the security and benefit of this Indenture and the Notes secured hereby, according to the intent and purposes herein expressed. Each of the Company and ▇▇▇▇▇▇▇ shall take, or shall cause to be taken, upon request of the Trustee, any and all actions reasonably required to cause the Security Agreement to create and maintain, as security for the obligations of the Company and the Subsidiary Guarantors under this Indenture and the Notes, valid and enforceable first priority liens in and on the Collateral, in favor of the Collateral Agent, superior to and prior to the rights of third Persons and subject to no other Liens other than Liens pursuant to paragraph (b) of the definition of Permitted Liens. (c) The Collateral shall be held for the equal and ratable benefit of the Holders without preference, priority or distinction of any thereof over any other by reason of difference in time of issuance, sale or otherwise, as security for the Notes. (d) The Company shall be obligated to pledge, or cause its Subsidiaries to pledge, Additional Collateral:

Pledge and Grant. of Security Interest in ------------------------------------------------------------ Collateral. ---------- (a) On To secure on a (x) first priority basis the Issuance DateSenior Obligations, and (y) second priority basis (subject only to the Company and ▇▇▇▇▇▇▇ shall first priority of the security for the Senior Obligations) the Subordinated Obligations, THE PLEDGOR HEREBY: (i) enter into grants to the Security Agreement, as Debtors, and (ii) for so long as the Notes are outstanding, each of the Company and ▇▇▇▇▇▇▇ shall comply in all respects with the terms of the Security Agreement, including without limitation, the obligation to, as and when required, (a) grant for the equal and ratable benefit of the Holders of the Notes Pledgee a security interest in and to all of Pledgor's right, title and interest in, to and under the CompanyPhysical Securities, the Brokerage Accounts and all other Collateral (as such terms are hereinafter defined), whether now owned or hereafter acquired by the Pledgor; (ii) pledges and deposits as security with the Pledgee all of the Pledgor's Physical Securities and ▇▇▇▇▇▇▇'▇ delivers to the Pledgee the certificates evidencing same, accompanied by stock power(s) duly executed in blank by the Pledgor covering the same; (iii) with respect to the Pledgor's Brokerage Account(s), executes and delivers to the Pledgee, for countersignature and delivery to the financial intermediary maintaining the same, a Brokerage Account Control Instruction letter in the form of Exhibit A (each, a "Control Instruction"); and (iv) otherwise assigns, transfers, hypothecates, mortgages, charges and sets over to the Pledgee all of the Pledgor's right, title and interest in and to the all Collateral, (b) pledge Additional Collateralwhether now owned or hereafter acquired by the Pledgor, to be held by the Pledgee, upon the terms and (c) to deliver certificates of Collateral Fair Market Valueconditions set forth in this Agreement. (b) The Company It is understood and ▇▇▇▇▇▇▇ shall do or cause to be done all such acts and things as may be necessary or proper, or as may be required agreed by the provisions parties hereto that: (i) Subsidiary, as the holder of the Security AgreementSubordinated Obligations, shall not be entitled to assure and confirm to any distribution or payment arising from the Trustee the security interest in enforcement of or other realization upon the Collateral, so as and that no distribution or payment in any bankruptcy, insolvency, reorganization or similar proceeding involving the Pledgor made in respect of or in recognition of the security interests, pledges and liens created hereunder in respect of the Collateral shall be applied to render the same available Subordinated Obligations or shall be for the security and benefit of this Indenture Subsidiary as such holder, until such time as the Senior Obligations shall have been irrevocably paid in full in cash or cash equivalents; and (ii) the Notes secured hereby, according to the intent and purposes herein expressed. Each of the Company and ▇▇▇▇▇▇▇ Pledgee shall take, or shall cause to be taken, upon request of the Trustee, any and take all actions reasonably required to cause enforce, realize upon and protect the Security Agreement to create security interests, pledges and maintain, as security for the obligations liens created hereunder in respect of the Company and the Subsidiary Guarantors under this Indenture and the Notes, valid and enforceable first priority liens in and on the Collateral, and shall assert all claims and make all filings under or in favor respect of any such bankruptcy, insolvency, reorganization or similar proceeding, and that such actions and claims shall be taken or made consistent with the priorities of the Collateral Agent, superior to and prior to the rights of third Persons and subject to no other Liens other than Liens pursuant to paragraph (b) of the definition of Permitted Liensrespective Obligations established hereunder. (c) The Collateral shall be held for the equal and ratable benefit of the Holders without preference, priority or distinction of any thereof over any other by reason of difference in time of issuance, sale or otherwise, as security for the Notes. (d) The Company shall be obligated to pledge, or cause its Subsidiaries to pledge, Additional Collateral:

Pledge and Grant. of Security Interest in ------------------------------------------------------------ Collateral. ---------- (a) On To secure on a (x) first priority basis the Issuance DateSenior Obligations, and (y) second priority basis (subject only to the Company and ▇▇▇▇▇▇▇ shall first priority of the security for the Senior Obligations) the Subordinated Obligations, THE PLEDGOR HEREBY: (i) enter into grants to the Security Agreement, as Debtors, and (ii) for so long as the Notes are outstanding, each of the Company and ▇▇▇▇▇▇▇ shall comply in all respects with the terms of the Security Agreement, including without limitation, the obligation to, as and when required, (a) grant for the equal and ratable benefit of the Holders of the Notes Pledgee a security interest in and to all of Pledgor's right, title and interest in, to and under the CompanyPhysical Securities, the Brokerage Accounts and all other Collateral (as such terms are hereinafter defined), whether now owned or hereafter acquired by the Pledgor; (ii) pledges and deposits as security with the Pledgee all of the Pledgor's Physical Securities and ▇▇▇▇▇▇▇'▇ delivers to the Pledgee the certificates evidencing same, accompanied by stock power(s) duly executed in blank by the Pledgor covering the same; (iii) with respect to the Pledgor's Brokerage Account(s), executes and delivers to the Pledgee, for countersignature and delivery to the financial intermediary maintaining the same, a Brokerage Account Control Instruction letter in the form of Exhibit A (each, a "Control Instruction"); and (iv) otherwise assigns, transfers, hypothecates, mortgages, charges and sets over to the Pledgee all of the Pledgor's right, title and interest in and to the all Collateral, (b) pledge Additional Collateralwhether now owned or hereafter acquired by the Pledgor, to be held by the Pledgee upon the terms and (c) to deliver certificates of Collateral Fair Market Valueconditions set forth in this Agreement. (b) The Company It is understood and ▇▇▇▇▇▇▇ shall do or cause to be done all such acts and things as may be necessary or proper, or as may be required agreed by the provisions parties hereto that: (i) Subsidiary, as the holder of the Security AgreementSubordinated Obligations, shall not be entitled to assure and confirm to any distribution or payment arising from the Trustee the security interest in enforcement of or other realization upon the Collateral, so as and that no distribution or payment in any bankruptcy, insolvency, reorganization or similar proceeding involving the Pledgor made in respect of or in recognition of the security interests, pledges and liens created hereunder in respect of the Collateral shall be applied to render the same available Subordinated Obligations or shall be for the security and benefit of this Indenture Subsidiary as such holder, until such time as the Senior Obligations shall have been irrevocably paid in full in cash or cash equivalents; and (ii) the Notes secured hereby, according to the intent and purposes herein expressed. Each of the Company and ▇▇▇▇▇▇▇ Pledgee shall take, or shall cause to be taken, upon request of the Trustee, any and take all actions reasonably required to cause enforce, realize upon and protect the Security Agreement to create security interests, pledges and maintain, as security for the obligations liens created hereunder in respect of the Company and the Subsidiary Guarantors under this Indenture and the Notes, valid and enforceable first priority liens in and on the Collateral, and shall assert all claims and make all filings under or in favor respect of any such bankruptcy, insolvency, reorganization or similar proceeding, and that such actions and claims shall be taken or made consistent with the priorities of the Collateral Agent, superior to and prior to the rights of third Persons and subject to no other Liens other than Liens pursuant to paragraph (b) of the definition of Permitted Liensrespective Obligations established hereunder. (c) The Collateral shall be held for the equal and ratable benefit of the Holders without preference, priority or distinction of any thereof over any other by reason of difference in time of issuance, sale or otherwise, as security for the Notes. (d) The Company shall be obligated to pledge, or cause its Subsidiaries to pledge, Additional Collateral: