FairPoint Communications 2004 Annual Report Download - page 357

“Securities” shall mean all of the Stock, Notes, Partnership Interests and Membership Interests.
“Securities Intermediary” shall have the meaning given such term in Section 8-102(14) of the UCC.
“Security Entitlement” shall have the meaning given such term in Section 8-102(a)(17) of the UCC.
“Stock” shall mean (x) all of the issued and outstanding shares of stock at any time owned by any Pledgor of any corporation (other than
(I) any Excluded Entity and (II) a corporation that is not organized under the laws of the United States or any State or territory thereof (a “ Foreign
Corporation”)) and (y) with respect to a Foreign Corporation that is a 1 st-Tier Subsidiary (other than any Excluded Entity), all of the issued and outstanding
shares of capital stock at any time owned by any Pledgor of such Foreign Corporation, provided that such Pledgor shall not be required to pledge hereunder
(and the term “Stock” shall not include) more than 65% of the total combined voting power of all classes of capital stock of any Exempted Foreign Entity
entitled to vote.
“Transmitting Utility” has the meaning given such term in Section 9-102(a)(80) of the UCC.
“UCC” shall mean the Uniform Commercial Code as in effect in the State of New York from time to time; provided that all references
herein to specific Sections or subsections of the UCC are references to such Sections or subsections, as the case may be, of the Uniform Commercial Code as
in effect in the State of New York on the date hereof.
“Uncertificated Security” shall have the meaning given such term in Section 8-102(a)(18) of the UCC.
3. PLEDGE OF SECURITIES, ETC.
3.1 Pledge. To secure the Obligations now or hereafter owed or to be performed by such Pledgor, each Pledgor does hereby grant,
pledge, hypothecate, mortgage, charge and assign to the Pledgee for the benefit of the Secured Creditors, and does hereby create a continuing security interest
(subject to those Liens permitted to exist with respect to the Collateral pursuant to the terms of all Secured Debt Agreements then in effect) in favor of the
Pledgee for the benefit of the Secured Creditors in, all of its right, title and interest in and to the following, whether now existing or hereafter from time to time
acquired (collectively, the “Collateral”):
(i) all of the Securities owned or held by such Pledgor from time to time and all options and warrants owned by such Pledgor from
time to time to purchase Securities (and all certificates or instruments evidencing such Securities);
(ii) each Collateral Account, including any and all assets of whatever type or kind deposited by such Pledgor in any such Collateral
Account, whether now owned or hereafter acquired, existing or arising (including, without limitation, all Financial Assets,
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