Common use of Priority of Lien Clause in Contracts

Priority of Lien. Securities Intermediary hereby acknowledges the security interest granted to Creditor by Debtor. Securities Intermediary hereby confirms that the Account is a cash account and that it will not advance any margin or other credit to Debtor therein, either directly by executing purchase orders in excess of any credit balance or money market mutual funds held in the Account, executing sell orders on securities not held in the Account or by allowing him to trade in instruments such as options and commodities contracts that create similar obligations, nor hypothecate any securities carried in the Account. Securities Intermediary hereby waives and releases all liens, encumbrances, claims and rights of setoff it may have against the account or any financial asset carried in the account or any credit balance in the Account and agrees that, except for payment of its customary fees and commission pursuant to the Securities Intermediary Agreement with Debtor, it will not assert any such lien, encumbrance, claim or right against the Account or any financial asset carried in the account or any credit balance in the Account. Securities Intermediary will not agree with any third party that Securities Intermediary will comply with entitlement orders concerning the Account originated by such third party without the prior written consent of Creditor and Debtor.

Priority of Lien. Securities Intermediary hereby acknowledges the security interest granted to Creditor Secured Party by Debtor. Securities Intermediary hereby confirms that Pledgor pursuant to the Account is a cash account and that it will not advance any margin or other credit to Debtor therein, either directly by executing purchase orders in excess of any credit balance or money market mutual funds held in the Account, executing sell orders on securities not held in the Account or by allowing him to trade in instruments such as options and commodities contracts that create similar obligations, nor hypothecate any securities carried in the AccountDocument. Securities Intermediary hereby waives and releases all liens, encumbrances, claims and rights of setoff it may have against the account Account or any financial asset carried in the account Account or any credit balance in the Account and agrees that, except for payment of its customary fees and commission pursuant charges relating to the Securities Intermediary Agreement with DebtorAccount including overdraft fees and reimbursement of amounts advanced to settle authorized transactions for the Account, it will shall not assert any such lien, encumbrance, claim or right against the Account or any financial asset carried in the account Account or any credit balance in the Account. Securities Intermediary will shall not agree with any third party that Securities Intermediary will shall comply with entitlement orders concerning the Account originated by such third party without the prior written consent of Creditor Secured Party and DebtorPledgor. For the avoidance of doubt, Securities Intermediary’s security interest in and lien on the account and the Collateral set forth in this Section 7 shall not secure any amounts owed by Pledgor to Securities Intermediary pursuant to any other agreement between Pledgor and Securities Intermediary.

Priority of Lien. Securities Intermediary Depositary Bank hereby acknowledges the security interest granted to Creditor the Collateral Agent by Debtorthe Company. Securities Intermediary Depositary Bank hereby confirms that the Account is a cash account and that it will not advance any margin or other credit to Debtor the Company therein, either directly by executing purchase orders in excess of any credit balance or money market mutual funds held in the Account, by executing sell orders on securities not held in the Account or by allowing him the Company to trade in instruments such as options and commodities contracts that create similar obligations, nor will it hypothecate any securities carried in the Account. Securities Intermediary Depositary Bank hereby waives and releases all liens, encumbrances, claims and rights of setoff it may have against the account Account or any financial asset carried in the account Account or any credit balance in the Account and agrees that, except for payment of its customary fees and commission pursuant to the Securities Intermediary Agreement with DebtorCustomer Agreement, it will not assert any such lien, encumbrance, claim or right against the Account or any financial asset carried in the account Account or any credit balance in the Account. Securities Intermediary Depositary Bank will not agree with any third party that Securities Intermediary Depositary Bank will comply with entitlement orders concerning the Account originated by such third party without the prior written consent of Creditor the Collateral Agent and Debtorthe Company.

Priority of Lien. The Securities Intermediary hereby acknowledges the security interest granted to Creditor the Agent, for benefit of the Secured Parties, by Debtor. Securities Intermediary hereby confirms that the Account is a cash account and that it will not advance any margin or other credit to Debtor therein, either directly by executing purchase orders in excess of any credit balance or money market mutual funds held Lessee in the Account, executing sell orders on securities not held in the Account or by allowing him to trade in instruments such as options and commodities contracts that create similar obligations, nor hypothecate any securities carried in the Collateral Account. The Securities Intermediary hereby waives and releases all liens, encumbrances, claims and rights of setoff it may have or hereafter acquire against the account Collateral Account or any financial asset carried in the account or any credit balance in the Collateral Account and agrees that, except for payment of its customary fees and commission pursuant to the Securities Intermediary Agreement with Debtor, that it will not assert any such lien, encumbrance, claim or right against the Collateral Account or any financial asset carried in the account Collateral Account except for any lien, claim, encumbrance, or right against the Collateral Account or any credit balance financial asset carried in the AccountCollateral Account resulting from transactions in the Collateral Account (including payment of 278 Securities Intermediary's customary fees and commissions). Without the prior written consent of the Agent and the Lessee, the Securities Intermediary will not agree execute and deliver, or otherwise become bound by, any agreement during the term of this Agreement under which the Securities Intermediary agrees with any third party that the Securities Intermediary will comply with entitlement orders concerning the Collateral Account originated by such third party without the prior written consent of Creditor and Debtorparty.

Priority of Lien. Securities Intermediary Broker hereby acknowledges that it has received a copy of the Stock Pledge Agreement, consents to the terms thereof and recognizes the security interest granted therein to Creditor by Debtor. Securities Intermediary Broker hereby confirms that the Account is a cash account and that it will not advance any margin or other credit to Debtor thereinin the Account, either directly by executing purchase orders in excess of any credit balance or money market mutual funds held in the Account, executing sell orders on securities not held in the Account or by allowing him to trade in instruments such as options and commodities contracts that create similar obligations, nor hypothecate any securities carried in the Account. Securities Intermediary Broker hereby waives and releases all liens, encumbrances, claims and rights of setoff it may have against the account Account or any financial asset carried in the account Account or any credit balance in the Account and agrees that, except for payment of its customary fees and commission pursuant to the Securities Intermediary Agreement with DebtorCustomer Agreement, it will not assert any such lien, encumbrance, claim or right or the priority thereof against the Account or any financial asset carried in the account Account or any credit balance in the Account. Securities Intermediary Broker will not agree with any third party that Securities Intermediary Broker will comply with entitlement orders concerning the Account originated by such third party without the prior written consent of Creditor and Debtor.

Priority of Lien. Securities Intermediary The Broker hereby acknowledges the security interest granted to Creditor the Administrative Agent by Debtorthe Pledgors. Securities Intermediary The Broker hereby confirms that the In-Registration Company Pledged Collateral Account is a controlled securities account and cash account and that it will not advance any margin or other credit to Debtor therein, either directly by executing purchase orders in excess of any credit balance or money market mutual funds held in the Account, executing sell orders on securities not held in the Account or by allowing him to trade in instruments such as options and commodities contracts that create similar obligations, Pledgors nor hypothecate any securities carried in the AccountIn-Registration Company Pledged Collateral Account except in connection with the settlement of trading activity permitted to be conducted by the Pledgors hereunder. Securities Intermediary The Broker hereby waives and releases subordinates all liens, encumbrances, claims and rights of setoff it may have have, now or in the future, against the account In-Registration Company Pledged Collateral Account or any financial asset property carried in the account In-Registration Company Pledged Collateral Account or any free credit balance in the In-Registration Company Pledged Collateral Account other than in connection with activities in which the Pledgors are permitted to engage hereunder, including the payment of the Broker's customary fees, commissions and agrees that, except other charges pursuant to its agreement with the Pledgors and for payment or delivery of its customary fees and commission pursuant to financial assets purchased or sold for or from the Securities Intermediary Agreement with Debtor, it will not assert any such lien, encumbrance, claim or right against the Account or any financial asset carried in the account or any credit balance in the In-Registration Company Pledged Collateral Account. Securities Intermediary The Broker will not agree with any third party that Securities Intermediary the Broker will comply with entitlement orders concerning the In- Registration Company Pledged Collateral Account originated by such third party without the prior written consent of Creditor the Administrative Agent and Debtorthe Pledgors.

Priority of Lien. Securities Intermediary hereby acknowledges the security interest granted to Creditor the Secured Parties by Debtor. Securities Intermediary hereby confirms that the Account is a cash account and that it will not advance any margin or other credit to Debtor therein, either directly by executing purchase orders in excess of any credit balance or money market mutual funds held in the Account, executing sell orders on securities not held in the Account or by allowing him to trade in instruments such as options and commodities contracts that create similar obligations, nor hypothecate any securities carried in the AccountPledgor. Securities Intermediary hereby waives and releases all liens, encumbrances, claims and rights of setoff it may have against the account Account or any financial asset carried in the account Account or any credit balance in the Account and agrees that, except for payment of its customary fees and commission pursuant charges relating to the Securities Intermediary Agreement with DebtorAccount including overdraft fees and reimbursement of amounts advanced to settle authorized transactions for the Account, it will shall not assert any such lien, encumbrance, claim or right against the Account or any financial asset carried in the account Account or any credit balance in the Account. Securities Intermediary will shall not agree with any third party that Securities Intermediary will shall comply with entitlement orders concerning the Account originated by such third party without the prior written consent of Creditor the Secured Parties and DebtorPledgor. For the avoidance of doubt, Securities Intermediary’s security interest in and lien on the account and the Collateral set forth in this Section 6 shall not secure any amounts owed by Pledgor to Securities Intermediary pursuant to any other agreement between Pledgor and Securities Intermediary.

Priority of Lien. Securities Intermediary hereby acknowledges the security interest granted to Creditor the Collateral Agent by Debtorthe Company. Securities Intermediary hereby confirms that the Account is a cash account and that it will not advance any margin or other credit to Debtor the Company therein, either directly by executing purchase orders in excess of any credit balance or money market mutual funds held in the Account, by executing sell orders on securities not held in the Account or by allowing him the Company to trade in instruments such as options and commodities contracts that create similar obligations, nor will it hypothecate any securities carried in the Account. Securities Intermediary hereby waives and releases all liens, encumbrances, claims and rights of setoff it may have against the account Account or any financial asset carried in the account Account or any credit balance in the Account and agrees that, except for payment of its customary fees and commission pursuant to the Securities Intermediary Agreement with DebtorCustomer Agreement, it will not assert any such lien, encumbrance, claim or right against the Account or any financial asset carried in the account Account or any credit balance in the Account. Securities Intermediary will not agree with any third party that Securities Intermediary will comply with entitlement orders concerning the Account originated by such third party without the prior written consent of Creditor the Collateral Agent and Debtorthe Company.