Common use of Rights of Pledgee Clause in Contracts

Rights of Pledgee. Pledgee shall not be liable for failure to collect or realize upon the Liabilities or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares held by Pledgee hereunder may, if an Event of Default has occurred and is continuing, without notice, be registered in the name of Pledgee or its nominee, and Pledgee or its nominee may thereafter without notice exercise all voting and corporate rights at any meeting with respect to any Pledge Entity and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity or upon the exercise by any Pledge Entity, Pledgor or Pledgee of any right, privilege or option pertaining to any of the Pledged Shares, and in connection therewith, to deposit and deliver any and all of the Pledged Shares with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Pledgee shall not be liable for failure to collect or realize upon the Liabilities Obligations or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares Interests held by Pledgee hereunder may, if an Event of Default has occurred and is continuing, without notice, be registered in the name of Pledgee or its nominee, and Pledgee or its nominee may thereafter without notice exercise all voting and corporate rights at any meeting with respect to any Pledge Entity and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares Interests as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, Interests upon the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity or upon the exercise by any Pledge Entity, the Pledgor or Pledgee of any right, privilege or option pertaining to any of the Pledged SharesInterests, and in connection therewith, to deposit and deliver any and all of the Pledged Shares Interests with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Neither Pledgee nor any of the Lenders shall not be liable for failure to collect or realize upon the Liabilities Obligations or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee or any of the Lenders be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares held by Pledgee hereunder may, if an Event of Default has occurred and is continuing, without notice, be registered in the name of Pledgee or its nominee, nominee and Pledgee or its nominee may thereafter without notice exercise all voting and corporate rights at any meeting with respect to any Pledge Entity Panther Sub and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Pledged. Shares as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity Panther Sub or upon the exercise by any Pledge Entity, Pledgor or Pledgee of any right, privilege or option pertaining to any of the Pledged Shares, Shares and in connection therewith, to deposit and deliver any and all of the Pledged Shares with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Neither Pledgee nor Lenders shall not be liable ----------------- for any failure to collect or realize upon the Liabilities or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee or any Lender be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares Collateral held by Pledgee hereunder may, if an Event of Default has occurred and is continuing, without notice, be registered in the name of Pledgee or its nominee, for the benefit of Pledgee and the Lenders, and Pledgee or its nominee may thereafter without notice exercise all voting and corporate rights at any meeting with respect to any Pledge Entity a Subsidiary whose shares are pledged hereunder and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares Shares, for the benefit of Pledgee and Lenders, as if it Pledgee or its nominee were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, Collateral upon the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity a Subsidiary whose shares are pledged hereunder or upon the exercise by any Pledge Entitya Subsidiary whose shares are pledged hereunder or Pledgee, Pledgor or on behalf of Pledgee and Lenders, of any right, privilege or option pertaining to any of the Pledged SharesCollateral, and in connection therewith, to deposit and deliver any and all of the Pledged Shares Collateral with any committee, depositorydepositary, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. The Pledgee shall not be liable for failure to collect or realize upon the Liabilities Obligations or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall the Pledgee be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares Interests held by the Pledgee hereunder may, if an Event of Default has occurred and is continuing, without notice, be registered in the name of the Pledgee or its nominee, and the Pledgee or its nominee may thereafter without notice exercise all voting and corporate rights at any meeting with respect to any Pledge Entity and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares Interests as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, Interests upon the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity or upon the exercise by any Pledge Entity, the Pledgor or the Pledgee of any right, privilege or option pertaining to any of the Pledged SharesInterests, and in connection therewith, to deposit and deliver any and all of the Pledged Shares Interests with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as the Pledgee may reasonably determine, all without liability except to account for property actually received by the Pledgee, but the Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Neither Pledgee nor any of the Lenders shall not be liable for failure to collect or realize upon the Liabilities Obligations or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee or any of the Lenders be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares held by Pledgee hereunder may, if an Event of Default has occurred and is continuing, without notice, be registered in the name of Pledgee or its nominee, nominee and Pledgee or its nominee may thereafter without notice exercise all voting and corporate rights at any meeting with respect to any Pledge Entity Borrower and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity Borrower or upon the exercise by any Pledge Entity, Pledgor or Pledgee of any right, privilege or option pertaining to any of the Pledged Shares, and in connection therewith, to deposit and deliver any and all of the Pledged Shares with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Neither Pledgee nor any of the Lenders shall not be liable for failure to collect or realize upon the Liabilities Obligations or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee or any of the Lenders be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares Interests held by Pledgee hereunder may, if an Event of Default has occurred and is continuing, without notice, be registered in the name of Pledgee or its nominee, nominee and Pledgee or its nominee may thereafter without notice exercise all voting and corporate and/or company rights at any meeting with respect to any Pledge Entity each Issuer and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares Interests as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares Interests upon, the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity each Issuer or upon the exercise by any Pledge Entity, Pledgor or Pledgee of any right, privilege or option pertaining to any of the Pledged SharesInterests, and in connection therewith, to deposit and deliver any and all of the Pledged Shares Interests with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Pledgee shall not be liable for failure to collect or realize upon the Liabilities Obligations or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares held by Pledgee hereunder may, if an Event of Default has occurred and is continuing, without notice, be registered in the name of Pledgee or its nominee, and Pledgee or its nominee may thereafter without notice exercise all voting and corporate rights at any meeting with respect to any Pledge Pledged Entity and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Pledged Entity or upon the exercise by any Pledge Pledged Entity, a Pledgor or Pledgee of any right, privilege or option pertaining to any of the Pledged Shares, and and, in connection therewith, to deposit and deliver any and all of the Pledged Shares with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Pledgee shall not be liable for failure to collect or realize upon the Liabilities or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares Interests held by Pledgee hereunder may, if an Event of Default has occurred and is continuing, without notice, be registered in the name of Pledgee or its nominee, and Pledgee or its nominee may thereafter without notice exercise all voting and corporate rights at any meeting with respect to any Pledge Entity and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares Interests as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, Interests upon the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity or upon the exercise by any Pledge Entity, any Pledgor or Pledgee of any right, privilege or option pertaining to any of the Pledged SharesInterests, and in connection therewith, to deposit and deliver any and all of the Pledged Shares Interests with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Pledgee shall not be liable for failure to collect or realize upon the Liabilities or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares held by Pledgee hereunder may, if an Event of Default has occurred and only for so long as such Event of Default is continuing, without upon notice, be registered in the name of Pledgee or its nominee, and Pledgee or its nominee may thereafter without upon notice exercise all voting and corporate rights at any meeting with respect to any Pledge Entity and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity or upon the exercise by any Pledge Entity, Pledgor or Pledgee of any right, privilege or option pertaining to any of the Pledged Shares, and in connection therewith, to deposit and deliver any and all of the Pledged Shares with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Pledgee shall not be liable for failure to collect or realize upon the Liabilities Obligations or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares Interests held by Pledgee hereunder may, if an Event of Default has occurred and is continuing, without noticein respect of which Pledgee has provided Pledgor with three (3) Business Days notice of its intention to exercise its rights hereunder, be registered in the name of Pledgee or its nominee, nominee and Pledgee or its nominee may thereafter without notice exercise all voting and corporate membership rights at any meeting with respect to any Pledge Entity issuer of Pledged Interests and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares Interests as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares Interests upon, the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity issuer of Pledged Interests or upon the exercise by any Pledge Entity, Pledgor or Pledgee of any right, privilege or option pertaining to any of the Pledged SharesInterests, and in connection therewith, to deposit and deliver any and all of the Pledged Shares Interests with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Pledgee shall not be liable for any failure to collect or realize upon the Liabilities Obligations or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares held by Pledgee hereunder may, if an Event of Default has occurred and is continuing, without noticewith prompt subsequent notice to Pledgor, be registered in the name of Pledgee or its nominee, nominee and Pledgee or its nominee may thereafter without notice exercise all voting and corporate rights at any meeting with respect to any Pledge Entity Borrower and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity Borrower or upon the exercise by any Pledge Entity, Pledgor or Pledgee of any right, privilege or option pertaining to any of the Pledged Shares, and in connection therewith, to deposit and deliver any and all of the Pledged Shares with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but Pledgee shall have no duty to exercise any of the aforesaid such rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Pledgee shall not be liable for failure to collect or realize upon the Liabilities or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares held by Pledgee hereunder may, if (a) If an Event of Default has occurred shall occur and is be continuing, without noticePledgee shall have the right to receive any and all income, cash dividends, distributions, proceeds or other property received or paid in respect of the Pledged Company Interests and make application thereof to the Guaranteed Obligations, in such order as Pledgee, in its sole discretion, may elect, in accordance with the Guaranty Documents. If an Event of Default shall occur and be continuing, then all such Pledged Company Interests at Pledgee’s option, shall be registered in the name of Pledgee or its nomineenominee (if not already so registered), and Pledgee or its nominee may thereafter without notice exercise exercise: (i) all voting and corporate all regular limited liability company and other rights at any meeting with respect pertaining to any Pledge Entity the Pledged Company Interests and exercise (ii) any and all rights of conversion, exchange, and subscription or and any other rights, privileges or options pertaining to any of the such Pledged Shares Company Interests as if it were the absolute owner thereof, thereof (including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, Company Interests upon the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity fundamental change in the organizational structure of Pledged Entity, or upon the exercise by any Pledge Entity, Pledgor or Pledgee of any right, privilege or option pertaining to any of the such Pledged SharesCompany Interests, and in connection therewith, the right to deposit and deliver any and all of the Pledged Shares Company Interests with any committee, depositorydepositary, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee it may reasonably determine), all without liability except to account for property actually received by Pledgeeit, but Pledgee shall have no duty to exercise any of the aforesaid rightssuch right, privileges privilege or options option and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Pledgee shall not be liable for failure to collect or realize upon the Liabilities Obligations or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares Interests held by Pledgee hereunder may, if an Event of Default has occurred and is continuing, without noticecontinuing and so long as the Pledgee has notified the relevant Pledgor or Pledgors of its intent to exercise its power of registration under this sentence prior to the exercise thereof, be registered in the name of Pledgee or its nominee, and Pledgee or its nominee may thereafter without notice exercise (at the direction of the Required Lenders) all voting and corporate rights at any meeting with respect to any Pledge Pledged Entity and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares Interests as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion (at the direction of the Required Lenders) any and all of the Pledged Shares upon, Interests upon the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Pledged Entity or upon the exercise by any Pledge Pledged Entity, any Pledgor or Pledgee of any right, privilege or option pertaining to any of the Pledged SharesInterests, and in connection therewith, to deposit and deliver any and all of the Pledged Shares Interests with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Pledgee shall not be liable for failure to collect or realize upon the Liabilities Obligations or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares Interests held by Pledgee hereunder may, if an Event of Default has occurred and is continuing, without notice, be registered in the name of Pledgee or its nominee, and Pledgee or its nominee may thereafter without notice exercise (at the direction of Lender) all voting and corporate rights at any meeting with respect to any Pledge Entity and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares Interests as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion (at the direction of Lender) any and all of the Pledged Shares upon, Interests upon the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity or upon the exercise by any Pledge Entity, any Pledgor or Pledgee of any right, privilege or option pertaining to any of the Pledged SharesInterests, and in connection therewith, to deposit and deliver any and all of the Pledged Shares Interests with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Neither Pledgee nor any Benefitted Party shall not be liable for failure to collect or realize upon the Liabilities or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee or any Benefitted Party be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares held by Pledgee hereunder may, to the extent permitted by applicable law, if an Event of Default has occurred and is continuing, without notice, be registered in the name of Pledgee or its nominee, and Pledgee or its nominee may thereafter without notice exercise exercise, to the extent permitted by applicable law, all voting and corporate rights at any meeting with respect to any Pledge Entity a Subsidiary and exercise exercise, to the extent permitted by applicable law, any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, the merger, amalgamation, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity a Subsidiary or upon the exercise by any Pledge Entity, Pledgor such Subsidiary or Pledgee of any right, privilege or option pertaining to any of the Pledged Shares, and in connection therewith, to deposit and deliver any and all of the Pledged Shares with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by PledgeePledgee (and, as more particularly described in Section 7 below, to account for the surplus, if any, to any Pledgor), but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing. Pledgee is hereby released from all responsibility for any depreciation in or loss of value of the Pledged Shares.

Rights of Pledgee. Pledgee shall maintain the custody, safekeeping and physical preservation of the Pledged Shares in the same manner as Pledgee deals with similar property for its own account. Pledgee shall not be liable for failure to collect or realize upon the Liabilities or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares held by Pledgee hereunder may, if an Event of Default has occurred and is continuing, without notice, be registered in the name of Pledgee or its nominee, and Pledgee or its nominee may thereafter without notice exercise all voting and corporate rights at any meeting with respect to any Pledge Pledged Entity and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Pledged Entity or upon the exercise by any Pledge Pledged Entity, Pledgor or Pledgee of any right, privilege or option pertaining to any of the Pledged Shares, and in connection therewith, to deposit and deliver any and all of the Pledged Shares with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Pledgee shall not be liable for any failure ----------------- to collect or realize upon the Liabilities or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares Collateral held by Pledgee hereunder may, if an Event any material violation of Default the terms of any Transaction Documents has occurred and is continuingoccurred, without notice, be registered in the name of Pledgee or its nominee, and Pledgee or its nominee may thereafter without notice exercise all voting and corporate rights at any meeting with respect to any Pledge Entity Subsidiary and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares Shares, for the benefit of Pledgee, as if it Pledgee or its nominee were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, Collateral upon the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity Subsidiary or upon the exercise by any Pledge EntitySubsidiary or Pledgee, Pledgor or Pledgee of any right, privilege or option pertaining to any of the Pledged SharesCollateral, and in connection therewith, to deposit and deliver any and all of the Pledged Shares Collateral with any committee, depositorydepositary, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Neither Pledgee nor any Lender shall not be liable for failure to collect or realize upon the Liabilities Obligations or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee or any Lender be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares held by Pledgee hereunder may, if an Event of Default has occurred and is continuing, without notice, be registered in the name of Pledgee or its nominee, and Pledgee or its nominee may thereafter without notice exercise all voting and corporate rights at any meeting with respect to any Pledge Entity Production and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity Production or upon the exercise by any Pledge Entity, Pledgor Production or Pledgee of any right, privilege or option pertaining to any of the Pledged Shares, and in connection therewith, to deposit and deliver any and all of the Pledged Shares with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by PledgeePledgee (and, as more particularly described in Section 7 below, to account for the surplus, if any, to Pledgor), but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Pledgee shall not be liable for failure to collect or realize upon the Liabilities Obligations or any collateral security or guaranty thereforPledge, Security Interest and Charge hereunder, or any part thereof, or for any delay in so doing, nor shall Pledgee be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares held by Pledgee hereunder may, if an Event of Default has occurred and is continuing, without with the necessary notice, be registered in the name of Pledgee or its nominee, and Pledgee or its nominee may thereafter without with the necessary notice exercise all voting and corporate rights at any meeting with respect to any Pledge Entity the Borrower and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, upon the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity the Borrower or upon the exercise by any Pledge Entitythe Borrower, Pledgor or Pledgee of any right, privilege or option pertaining to any of the Pledged Shares, and in connection therewith, to deposit and deliver any and all of the Pledged Shares with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Neither Pledgee nor Lenders shall not be liable ----------------- for any failure to collect or realize upon the Liabilities or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee or any Lender be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares Collateral held by Pledgee hereunder may, if an Event of Default has occurred and is continuing, without noticeand upon notice to Pledgor, be registered in the name of Pledgee or its nominee, for the benefit of Pledgee and the Lenders, and Pledgee or its nominee may thereafter without notice exercise all voting and corporate rights at any meeting with respect to any Pledge Entity Borrower and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares Shares, for the benefit of Pledgee and Lenders, as if it Pledgee or its nominee were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, Collateral upon the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity Borrower or upon the exercise by any Pledge EntityBorrower or Pledgee, Pledgor or on behalf of Pledgee and Lenders, of any right, privilege or option pertaining to any of the Pledged SharesCollateral, and in connection therewith, to deposit and deliver any and all of the Pledged Shares Collateral with any committee, depositorydepositary, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing. Notwithstanding the foregoing, Pledgee shall not take any such actions under this Section except in a commercially reasonable manner and in accordance with the terms hereof, the other Loan Documents, applicable law and (if applicable to the property covered under this Agreement), the standards for the exercise of remedies under Part 5 of Article 9 of the Uniform Commercial Code.

Rights of Pledgee. Pledgee shall not be liable for failure to collect or realize upon the Liabilities or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares held by Pledgee hereunder may, if an Event of Default has occurred and is continuing, without notice, be registered in the name of Pledgee or its nominee, and Pledgee or its nominee may thereafter without notice exercise all voting and corporate rights at any meeting with respect to any Pledge Entity and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity or upon the exercise by any Pledge Entity, Pledgor or Pledgee of any right, privilege or option pertaining to any of the Pledged Shares, and in connection therewith, to deposit and deliver any and all of the Pledged Shares with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. To the extend permitted by applicable laws, Pledgee shall not be liable for failure to collect or realize upon the Liabilities or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares held by Pledgee hereunder may, if an Event of Default has occurred and is continuing, without notice, be registered in the name of Pledgee or its nominee, and Pledgee or its nominee may thereafter without notice exercise all voting and corporate rights at any meeting with respect to any Pledge Entity and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity or upon the exercise by any Pledge Entity, Pledgor or Pledgee of any right, privilege or option pertaining to any of the Pledged Shares, and in connection therewith, to deposit and deliver any and all of the Pledged Shares with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Pledgee shall not be liable for failure to collect or realize upon the Indemnified Liabilities or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee be under any obligation to take any action whatsoever with regard thereto. Any or all of the Merger Shares and Pledged Shares held by Pledgee hereunder may, if an Event of a Default has occurred and is continuing, without notice, be registered in the name of Pledgee or its nominee, and Pledgee or its nominee may thereafter without notice exercise all voting and corporate rights at any meeting with respect to any Pledge Entity or Pledgee and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Merger Shares and Pledged Shares as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity or upon the exercise by any Pledge Entity, Pledgor or Pledgee of any right, privilege or option pertaining to any of the Pledged Shares, and in connection therewith, to deposit and deliver any and all of the Merger Shares and Pledged Shares with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Pledgee shall not be liable for failure to collect or realize upon the Liabilities Settlement Obligations or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares Collateral held by Pledgee hereunder may, if an Event of Default has occurred and is continuing, without notice, be registered in the name of Pledgee or its nominee, nominee and Pledgee or its nominee may thereafter without notice exercise all voting voting, consent and corporate other governance rights at any meeting with respect to any Pledge Entity the Issuer and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares Collateral as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares Interests upon, the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity the Issuer or upon the exercise by any Pledge Entity, a Pledgor or Pledgee of any right, privilege or option pertaining to any of the Pledged SharesInterests, and in connection therewith, to deposit and deliver any and all of the Pledged Shares Interests with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but provided that Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Pledgee shall not be liable for failure to collect or realize upon the Liabilities Settlement Obligations or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares Collateral held by Pledgee hereunder may, if an Event of Default has occurred and is continuing, without notice, be registered in the name of Pledgee or its nominee, nominee and Pledgee or its nominee may thereafter without notice exercise all voting voting, consent and corporate other governance rights at any meeting with respect to any Pledge Entity the Issuer and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares Collateral as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares Interests upon, the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity the Issuer or upon the exercise by any Pledge Entity, a Pledgor or Pledgee of any right, privilege or option pertaining to any of the Pledged SharesInterests, and in connection therewith, to deposit and deliver any and all of the Pledged Shares Interests with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but provided that Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing. Section 8.

Rights of Pledgee. Neither Pledgee nor Lenders shall not be liable for any failure to collect or realize upon the Liabilities or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee or any Lender be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares Collateral held by Pledgee hereunder may, if an Event of Default has occurred and is continuing, without notice, be registered in the name of Pledgee or its nominee, for the benefit of Pledgee and the Lenders, and Pledgee or its nominee may thereafter without notice exercise all voting and corporate other rights at any meeting with respect to any Pledge Entity Subsidiary and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares Interests, for the benefit of Pledgee and Lenders, as if it Pledgee or its nominee were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, Collateral upon the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity Subsidiary or upon the exercise by any Pledge EntitySubsidiary or Pledgee, Pledgor or on behalf of Pledgee and Lenders, of any right, privilege or option pertaining to any of the Pledged SharesCollateral, and in connection therewith, to deposit and deliver any and all of the Pledged Shares Collateral with any committee, depositorydepositary, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Neither Pledgee nor any of the Lenders shall not be liable for failure to collect or realize upon the Liabilities Obligations or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee or any of the Lenders be under any obligation to take any action whatsoever with regard thereto. Any Subject to the Intercreditor Agreement, any or all of the Pledged Shares Interests held by Pledgee hereunder may, if an Event of Default has occurred and is continuing, without noticein respect of which Pledgee has provided Pledgor with three (3) Business Days notice of its intention to exercise its rights hereunder, be registered in the name of Pledgee or its nominee, nominee (if held in registered form) and Pledgee or its nominee may thereafter without notice exercise all voting and corporate membership rights at any meeting with respect to any Pledge Entity issuer of Pledged Interests and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares Interests as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares Interests upon, the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity issuer of Pledged Interests or upon the exercise by any Pledge Entity, Pledgor or Pledgee of any right, privilege or option pertaining to any of the Pledged SharesInterests, and in connection therewith, to deposit and deliver any and all of the Pledged Shares Interests with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Pledgee shall not be liable for failure to collect or realize upon the Liabilities or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares held by Pledgee hereunder may, if If an Event of Default has occurred under the Note shall occur and is continuingbe continuing and Pledgee shall have given 10 days prior written notice to Pledgor and the Company of its intent to exercise its rights under this Article 7: (i) Pledgee shall have the right to apply any Proceeds to the Obligations in such order as it may determine, without notice, and (ii) all Pledged Units of Pledgor shall upon written demand by Pledgee be registered in the name of Pledgee or its nominee, and Pledgee or its nominee may thereafter without notice exercise (A) all voting and corporate other rights pertaining to the Pledged Units at any meeting with respect to any Pledge Entity of Members of the Company or otherwise and exercise (B) any and all rights of conversion, exchange, subscription or and any other rights, privileges privileges, or options pertaining to any of the such Pledged Shares Units as if it were the absolute owner thereof, thereof (including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, Units upon the merger, consolidation, reorganization, recapitalization recapitalization, or other readjustment with respect to any Pledge Entity fundamental change in the organizational structure of the Company or upon the exercise by any Pledge Entity, Pledgor or Pledgee of any right, privilege privilege, or option pertaining to any of the such Pledged SharesUnits, and in connection therewith, the right to deposit and deliver any and all of the Pledged Shares Units with any committee, depository, transfer agent, registrar registrar, or other designated agency upon such terms and conditions as Pledgee it may reasonably determine), all without liability except to account for property actually received by Pledgeeit, but Pledgee shall have no duty to exercise any of the aforesaid rightssuch right, privileges privilege, or options option and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Neither Pledgee nor Lenders shall not be liable for any failure to collect or realize upon the Liabilities or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee or any Lender be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares Collateral held by Pledgee hereunder may, if an Event of Default has occurred and is continuing, without notice, be registered in the name of Pledgee or its nominee, for the benefit of Pledgee and the Lenders, and Pledgee or its nominee may thereafter without notice exercise all voting and corporate rights at any meeting with respect to any Pledge Entity a Subsidiary whose shares are pledged hereunder and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares Shares, for the benefit of Pledgee and Lenders, as if it Pledgee or its nominee were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, Collateral upon the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity a Subsidiary whose shares are pledged hereunder or upon the exercise by any Pledge Entitya Subsidiary whose shares are pledged hereunder or Pledgee, Pledgor or on behalf of Pledgee and Lenders, of any right, privilege or option pertaining to any of the Pledged SharesCollateral, and in connection therewith, to deposit and deliver any and all of the Pledged Shares Collateral with any committee, depositorydepositary, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Neither Pledgee nor any of the Lenders shall not be liable for failure to collect or realize upon the Liabilities or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee or any of the Lenders be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares Collateral held by Pledgee hereunder may, if an Event of a Default has occurred and is continuing, without notice, be registered in the name of Pledgee or its nominee, nominee and Pledgee or its nominee may thereafter without notice exercise all voting and corporate or limited liability company rights at any meeting with respect to Pledgor and any Pledge Entity Subsidiary and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares Collateral as if it were the absolute owner thereof, including, without limitation, the right to vote 5 6 in favor of, and to exchange at its discretion any and all of the Pledged Shares Collateral upon, the merger, consolidation, reorganization, recapitalization or other readjustment with respect to Pledgor or any Pledge Entity Subsidiary or upon the exercise by any Pledge Entity, Pledgor or Pledgee of any right, privilege or option pertaining to any of the Pledged SharesCollateral, and in connection therewith, to deposit and deliver any and all of the Pledged Shares Collateral with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Neither Pledgee nor any of the Lenders shall not be liable for failure to collect or realize upon the Liabilities (as defined in the Security Agreement) or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee or any of the Lenders be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares Interests held by Pledgee hereunder may, if an Event of Default or a Triggering Event has occurred and is continuing, without notice, be registered in the name of Pledgee or its nominee, nominee and Pledgee or its nominee may thereafter without notice exercise all voting and corporate and/or company rights at any meeting with respect to any Pledge each Pledged Entity and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares Interests as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares Interests upon, the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge each Pledged Entity or upon the exercise by any Pledge Entity, Pledgor or Pledgee of any right, privilege or option pertaining to any of the Pledged SharesInterests, and in connection therewith, to deposit and deliver any and all of the Pledged Shares Interests with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Neither Pledgee nor any of the Secured Creditors shall not be liable for failure to collect or realize upon any of the Liabilities or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee or any of the Secured Creditors be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares held by Pledgee hereunder may, if an Event of Default has occurred and is continuing, without noticecontinuing (but in any such case subject to the last sentence of Section 7 below), be registered in the name of Pledgee or its nominee, nominee and Pledgee or its nominee may thereafter without notice exercise all voting and corporate rights at any meeting with respect to any Pledge Entity Issuer and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares as if it were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity Issuer or upon the exercise by any Pledge Entity, Pledgor or Pledgee of any right, privilege or option pertaining to any of the Pledged Shares, and in connection therewith, to deposit and deliver any and all of the Pledged Shares with any committee, depository, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.

Rights of Pledgee. Neither Pledgee nor Lenders shall not be liable for any failure to collect or realize upon the Liabilities or any collateral security or guaranty therefor, or any part thereof, or for any delay in so doing, nor shall Pledgee or any Lender be under any obligation to take any action whatsoever with regard thereto. Any or all of the Pledged Shares Collateral held by Pledgee hereunder may, if an Event of Default has occurred and is continuing, without notice, be registered in the name of Pledgee or its nominee, for the benefit of Pledgee and the Lenders, and Pledgee or its nominee may thereafter without notice exercise all voting voting, corporate and corporate other rights at any meeting with respect to any Pledge Entity a Foreign Subsidiary and exercise any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares Interests, for the benefit of Pledgee and Lenders, as if it Pledgee or its nominee were the absolute owner thereof, including, without limitation, the right to vote in favor of, and to exchange at its discretion any and all of the Pledged Shares upon, Collateral upon the merger, consolidation, reorganization, recapitalization or other readjustment with respect to any Pledge Entity a Foreign Subsidiary or upon the exercise by any Pledge Entitya Foreign Subsidiary or Pledgee, Pledgor or on behalf of Pledgee and Lenders, of any right, privilege or option pertaining to any of the Pledged SharesCollateral, and in connection therewith, to deposit and deliver any and all of the Pledged Shares Collateral with any committee, depositorydepositary, transfer agent, registrar or other designated agency upon such terms and conditions as Pledgee may reasonably determine, all without liability except to account for property actually received by Pledgee, but Pledgee shall have no duty to exercise any of the aforesaid rights, privileges or options and shall not be responsible for any failure to do so or delay in so doing.