Common use of Stock Dividends, Distributions, Etc Clause in Contracts

Stock Dividends, Distributions, Etc. If, while this Agreement is in effect, Pledgor shall become entitled to receive or shall receive any stock certificate (including, without limitation, any certificate representing a stock dividend or a stock distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger or consolidation), or any options or rights, whether as an addition to, in substitution for, or in exchange for any of the Pledged Shares, or otherwise, Pledgor agrees to accept the same as Pledgee’s agent and to hold the same in trust for Pledgee, and to deliver the same forthwith to Pledgee in the exact form received, with the endorsement of Pledgor when necessary and/or appropriate undated stock powers duly executed in blank, to be held by Pledgee, for the benefit of Pledgee and the Lenders, subject to the terms hereof, as additional Pledged Collateral. In case any distribution of capital shall be made on or in respect of the Pledged Shares or any property shall be distributed upon or with respect to the Pledged Shares pursuant to the recapitalization or reclassification of the capital of the issuer thereof or pursuant to the reorganization thereof, the property so distributed shall be delivered to Pledgee to be held by it as additional Pledged Collateral. Except as provided in subsection 5(a)(ii) below, all sums of money and property so paid or distributed in respect of the Pledged Shares which are received by Pledgor shall, until paid or delivered to Pledgee, be held by Pledgor in trust as additional Pledged Collateral.

Appears in 3 contracts

Samples: Security Agreement, Security Agreement (Panther Expedited Services, Inc.), Security Agreement (Panther Expedited Services, Inc.)

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Stock Dividends, Distributions, Etc. IfSubject to any applicable and effective provision of the SVB Subordination Agreement, if, while this Agreement is in effect, Pledgor shall become becomes entitled to receive or shall receive receives any stock certificate (including, without limitation, any certificate representing a stock dividend or a stock distribution in connection with any reclassification, increase or reduction of capital, capital or issued in connection with any reorganization, merger or consolidation), or any options option or rights, whether as an addition to, in substitution forof, or in exchange for for, any of the Pledged Shares, or otherwiseCollateral, Pledgor agrees to accept the same as Pledgee’s agent for Secured Party and to hold the same in trust on behalf of and for Pledgee, the benefit of Secured Party and to deliver the same forthwith to Pledgee Secured Party or Secured Party’s Agent in the exact form received, with the endorsement of Pledgor when necessary and/or appropriate undated stock or other powers duly executed in blank, to be held by Pledgee, for the benefit of Pledgee and the Lenders, subject to the terms hereofSecured Party or Secured Party’s Agent, as additional Pledged Collateralcollateral security for the Secured Obligations. In case Any sums paid on or in respect of the Collateral on the liquidation or dissolution of the issuer thereof shall be paid over to Secured Party or Secured Party’s Agent, to be held by Secured Party, as additional collateral security for the Secured Obligations; and if any distribution of capital shall be is made on or in respect of the Pledged Shares or any property shall be is distributed upon on or with respect to the Pledged Shares pursuant to the recapitalization or reclassification of the capital of the issuer thereof or pursuant to the reorganization of the issuer thereof, the property so distributed shall be delivered to Pledgee Secured Party or Secured Party’s Agent, to be held by it Secured Party or Secured Party’s Agent, subject to the terms and conditions hereof, as additional Pledged Collateralcollateral security for the Secured Obligations. Except as provided in subsection 5(a)(ii) below, all All sums of money and property so paid or distributed in respect of the Pledged Shares which that are received by Pledgor shall, until paid or delivered to PledgeeSecured Party or Secured Party’s Agent, be held by Pledgor in trust as additional Pledged Collateralcollateral security for the Secured Obligations.

Appears in 3 contracts

Samples: Pledge Agreement (Act Teleconferencing Inc), Pledge Agreement (Act Teleconferencing Inc), Pledge Agreement (Act Teleconferencing Inc)

Stock Dividends, Distributions, Etc. If, while this Agreement is in effect, the Pledgor shall become entitled to receive or shall receive any stock certificate (including, without limitation, any certificate representing a stock dividend or a stock distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger or consolidation, or resulting from a split-up, revision or other like change of the Pledged Stock or otherwise received in exchange therefor), or any options option or rights, whether by purchase or other acquisition or as an addition to, in substitution forof, or in exchange for any shares of any Pledged Stock, the Pledged Shares, or otherwise, Pledgor agrees to accept the same as Pledgee’s agent of the Lender and to hold the same in trust on behalf of and for Pledgeethe benefit of the Lender, and to deliver the same forthwith to Pledgee the Lender in the exact form received, with the endorsement of the Pledgor when necessary and/or appropriate undated stock and/or transfer powers duly executed in blank, to be held by Pledgee, for the benefit of Pledgee and the LendersLender, subject to the terms hereof, as additional collateral security for the Liabilities. Any sums paid upon or in respect of the Pledged Collateral. In Stock upon the liquidation or dissolution of the issuer thereof shall be paid over to the Lender to be held by it in trust as additional collateral security for the Liabilities; and in case any distribution distributions of capital shall be made on or in respect of the Pledged Shares Stock or any property shall be distributed upon or with respect to the Pledged Shares Stock pursuant to the recapitalization or reclassification of the capital of the issuer thereof or pursuant to the reorganization thereof, the property so distributed shall be delivered to Pledgee the Lender to be held by it as additional Pledged Collateral. Except collateral security for the Liabilities (except as otherwise provided in subsection 5(a)(ii) below, all Section 5 hereof). All sums of money and property so paid or distributed in respect of the Pledged Shares Stock which are received by the Pledgor shall, until paid or delivered to Pledgeethe Lender, be held by the Pledgor in trust as additional Pledged Collateralcollateral security for the Liabilities.

Appears in 3 contracts

Samples: Pledge Agreement (Caminus Corp), Pledge Agreement (Caminus Corp), Pledge Agreement (Caminus Corp)

Stock Dividends, Distributions, Etc. If, while this Agreement is in effect, Pledgor shall become entitled to receive or shall receive any stock or membership interest certificate (including, without limitation, any certificate representing a stock dividend or membership interest dividend, a stock split or a stock or membership interest distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger or consolidation), or any options or rights, whether as an addition to, in substitution for, or in exchange for any of the Pledged SharesCollateral, or otherwise, Pledgor agrees to accept the same as Pledgee’s 's agent and to hold the same in trust for Pledgee, and to deliver the same forthwith to Pledgee in the exact form received, with the endorsement of Pledgor when necessary and/or appropriate undated stock or membership interest, as applicable, powers duly executed in blank, to be held by Pledgee, for the benefit of Pledgee and the Lenders, subject to the terms hereof, as additional Pledged Collateral. In case any distribution of capital stock or membership interests shall be made on or in respect of the Pledged Shares Collateral or any property shall be distributed upon or with respect to the Pledged Shares Collateral pursuant to the recapitalization or reclassification of the capital stock or membership interest of the issuer thereof or pursuant to the reorganization thereof, the property so distributed shall be delivered to Pledgee to be held by it as additional Pledged Collateral. Except as provided in subsection 5(a)(ii) below, all sums of money and property so paid or distributed in respect of the Pledged Shares Collateral which are received by Pledgor shall, until paid or delivered to Pledgee, be held by Pledgor in trust as additional Pledged Collateral.

Appears in 3 contracts

Samples: Pledge Agreement (Action Performance Companies Inc), Pledge Agreement (Action Performance Companies Inc), Pledge Agreement (Action Performance Companies Inc)

Stock Dividends, Distributions, Etc. If, while this Agreement is in effect, a Pledgor shall become entitled to receive or shall receive (i) any stock certificate (including, without limitation, any certificate representing a stock dividend or a stock distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger or consolidation), or any options or rights, whether as an addition to, in substitution for, or in exchange for any of the Pledged Shares, Shares or otherwise, each Pledgor agrees agrees, in each case, to accept the same as Pledgee’s 's agent and to hold the same in trust for Pledgee, and to deliver the same forthwith promptly (but in any event within five days) to Pledgee in the exact form received, with the endorsement of the applicable Pledgor when necessary and/or with appropriate undated assignments separate from certificates or stock powers duly executed in blank, to be held by Pledgee, for the benefit of Pledgee and the Lenders, subject to the terms hereof, as additional Pledged Collateralcollateral security for the Obligations. The applicable Pledgor shall promptly deliver to Pledgee (i) a Pledge Addendum with respect to such additional stock certificates, and (ii) any financing statements or amendments to financing statements as requested by Pledgee. Each Pledgor hereby authorizes Pledgee to attach each such Pledge Addendum to this Agreement. In case any distribution of capital shall be made on or in respect of the Pledged Shares or any property shall be distributed upon or with respect to the Pledged Shares pursuant to the recapitalization or reclassification of the capital of the issuer thereof or pursuant to the reorganization thereof, the property so distributed shall be delivered to Pledgee to be held by it as additional Pledged Collateral. Except as provided in subsection 5(a)(iiSection 5(b) below, all sums of money and property so paid or distributed in respect of the Pledged Shares which are received by Pledgor shall, until paid or delivered to Pledgee, be held by Pledgor in trust as additional Pledged Collateral.

Appears in 2 contracts

Samples: Pledge Agreement (South Texas Oil Co), Pledge Agreement (South Texas Oil Co)

Stock Dividends, Distributions, Etc. If, while this Agreement is in effect, any Pledgor shall become entitled to receive or shall receive any stock certificate representing Equity Interests constituting Pledged Collateral (including, without limitation, any certificate representing a stock dividend or a stock distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger or consolidation), or any options or rights, whether as an addition to, in substitution for, or in exchange for any of the Pledged Shares, or otherwise, such Pledgor agrees to accept the same as Pledgeethe Collateral Agent’s agent and to hold the same in trust for Pledgeethe Collateral Agent, and to deliver the same forthwith to Pledgee the Collateral Agent in the exact form received, with the endorsement of such Pledgor when necessary and/or appropriate undated stock powers duly executed in blank, to be held by Pledgeethe Collateral Agent, for the benefit of Pledgee and the LendersSecured Creditors, subject to the terms hereof, as additional Pledged Collateral. In case any distribution of capital shall be made on or in respect of the Pledged Shares or any property shall be distributed upon or with respect to the Pledged Shares pursuant to the recapitalization or reclassification of the capital of the issuer thereof or pursuant to the reorganization thereof, the property so distributed shall be delivered to Pledgee the Collateral Agent to be held by it as additional Pledged Collateral. Except as provided in subsection 5(a)(ii) below, all sums of money and property so paid or distributed in respect of the Pledged Shares which are received by such Pledgor shall, until paid or delivered to Pledgeethe Collateral Agent, be held by such Pledgor in trust as additional Pledged Collateral.

Appears in 2 contracts

Samples: Pledge Agreement (Vera Bradley, Inc.), Pledge Agreement (Vera Bradley, Inc.)

Stock Dividends, Distributions, Etc. If, while this Agreement is in effect, Pledgor DMRFS shall become entitled to receive or shall receive any stock certificate (including, without limitation, any certificate representing a stock or share dividend or a stock or share distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger or consolidation), or any options option or rights, whether as an addition to, in substitution for, or in 3 exchange for any of the Pledged Shares, or otherwiseotherwise relating to the Pledged Shares, Pledgor DMRFS agrees to accept the same as Pledgee’s agent Bingxxx'x xxxnt and to hold the same in trust for PledgeeBingxxx, and xxd to deliver the same forthwith to Pledgee in Bingxxx xx the exact form received, with the endorsement of Pledgor DMRFS and, when necessary and/or appropriate or appropriate, undated stock powers or stock transfer forms duly executed in blank, to be held by Pledgee, for the benefit of Pledgee and the Lenders, subject Bingxxx xxxject to the terms hereof, as additional Pledged Collateralcollateral security for the Liabilities. In case any dividend or distribution of capital any sort shall be made on or in respect of any of the Pledged Shares or Shares, including any property shall be distributed upon or with respect to any of the Pledged Shares pursuant to a dividend, to the recapitalization or reclassification of the capital of the issuer thereof or pursuant to the reorganization thereofthereof or for any other reason, the property so distributed such dividends or distributions shall be delivered to Pledgee to Bingxxx xx be held by it as Bingxxx xx additional Pledged Collateralcollateral security for the Liabilities. Except as provided in subsection 5(a)(ii) below, all sums of money and property so paid All such dividends or distributed distributions in respect of the Pledged Shares which are is received by Pledgor DMRFS shall, until paid or delivered to PledgeeBingxxx, be xx held by Pledgor DMRFS in trust as additional Pledged Collateralcollateral security for the Liabilities.

Appears in 1 contract

Samples: Pledge Agreement (Bingham Financial Services Corp)

Stock Dividends, Distributions, Etc. If, while this Agreement is in effect, the Pledgor shall become entitled to receive or shall receive any stock certificate Stock (including, without limitation, any certificate representing a stock Stock dividend or a stock distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger or consolidation), or any options option or rights, whether as an addition to, in substitution forof, or in exchange for any shares of the any Pledged SharesStock, or otherwise, the Pledgor agrees (a) to cause the same to be certificated, and (b) to accept the same as Pledgee’s Agent's agent and to hold the same in trust on behalf of and for Pledgee, the benefit of Agent segregated from the other assets of the Pledgor and to deliver (subject to Section 26 hereof) the same forthwith to Pledgee Agent, in the exact form received, with the endorsement of Pledgor the Pledgor, when necessary and/or appropriate appropriate, to execute undated stock powers powers, duly executed in blank, to be held by Pledgee, for the benefit of Pledgee and the LendersAgent, subject to the terms hereof, as additional collateral security for the Obligations, and such other documents as Agent shall reasonably request in order to perfect Agent's security interest therein and grant Agent control thereof. Any sums paid upon or in respect of the Pledged Collateral. In Stock upon the liquidation or dissolution of an Issuer or any Additional Issuer shall be paid over to Agent, to be held by it in trust as additional collateral security for the Obligations; and in case any distribution of capital shall be made on or in respect of the Pledged Shares Stock or any property shall be distributed upon or with respect to the Pledged Shares Stock pursuant to the recapitalization or reclassification of the capital of the issuer thereof an Issuer or pursuant to the reorganization thereof, the property so distributed shall be delivered (subject to Pledgee Section 26 hereof) to Agent, to be held by it as additional Pledged Collateralcollateral security for the Obligations. Except as provided in subsection 5(a)(ii) below, all All sums of money and property so paid or distributed in respect of the Pledged Shares Stock which are received by the Pledgor shall, until paid or delivered to PledgeeAgent, be held by the Pledgor in trust trust, segregated from the other assets of the Pledgor, as additional Pledged Collateralcollateral security for the Obligations.

Appears in 1 contract

Samples: Note Purchase Agreement (Ace Cash Express Inc/Tx)

Stock Dividends, Distributions, Etc. If, while this Agreement is in effect, a Pledgor shall become entitled to receive or shall receive any stock certificate representing Equity Interests (including, without limitation, any certificate representing a stock dividend or a stock distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger or consolidation), or any options or rights, whether as an addition to, in substitution for, or in exchange for any of the Pledged Shares, or otherwise, such Pledgor agrees to accept the same as Pledgee’s agent and to hold the same in trust for Pledgee, and to deliver the same forthwith to Pledgee in the exact form received, with the endorsement of such Pledgor when necessary and/or appropriate undated stock powers duly executed in blank, to be held by Pledgee, for the benefit of Pledgee and the LendersSecured Creditors, subject to the terms hereof, as additional Pledged Collateral. In case any distribution of capital shall be made on or in respect of the Pledged Shares or any property shall be distributed upon or with respect to the Pledged Shares pursuant to the recapitalization or reclassification of the capital of the issuer thereof or pursuant to the reorganization thereof, the property so distributed shall be delivered to Pledgee to be held by it as additional Pledged Collateral. Except as provided in subsection 5(a)(ii) below, all sums of money and property so paid or distributed in respect of the Pledged Shares which are received by a Pledgor shall, until paid or delivered to Pledgee, be held by such Pledgor in trust as additional Pledged Collateral.

Appears in 1 contract

Samples: Pledge Agreement (Darwin Professional Underwriters Inc)

Stock Dividends, Distributions, Etc. If, while this Agreement is in effect, the Pledgor shall become entitled to receive or shall receive any stock Stock certificate (including, without limitation, any certificate representing a stock Stock dividend or a stock distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger or consolidation), or any options option or rights, whether as an addition to, in substitution forof, or in exchange for any shares of the any Pledged SharesStock, or otherwise, the Pledgor agrees to accept the same as Pledgee’s 's agent and to hold the same in trust on behalf of and for Pledgee, the benefit of the Pledgee segregated from the other assets of the Pledgor and to deliver the same forthwith to Pledgee the Pledgee, in the exact form received, with the endorsement of Pledgor the Pledgor, when necessary and/or appropriate appropriate, to undated stock powers powers, duly executed in blankblank except as to the name of the issuer, to be held by the Pledgee, for the benefit of Pledgee and the Lenders, subject to the terms hereof, as additional collateral security for the Obligations, and such other documents as the Pledgee shall reasonably request in order to perfect the Pledgee's security interest therein. Any sums paid upon or in respect of the Pledged Collateral. In Stock upon the liquidation or dissolution of Issuer shall be paid over to the Pledgee, to be held by it in trust as additional collateral security for the Obligations; and in case any distribution of capital shall be made on or in respect of the Pledged Shares Stock or any property shall be distributed upon or with respect to the Pledged Shares Stock pursuant to the recapitalization or reclassification of the capital of the issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall be delivered to Pledgee the Pledgee, to be held by it as additional Pledged Collateralcollateral security for the Obligations. Except as provided in subsection 5(a)(ii) below, all All sums of money and property so paid or distributed in respect of the Pledged Shares Stock which are received by the Pledgor shall, until paid or delivered to the Pledgee, be held by the Pledgor in trust trust, segregated from the other assets of the Pledgor, as additional Pledged Collateralcollateral security for the Obligations.

Appears in 1 contract

Samples: Pledge and Security Agreement (Axia Inc)

Stock Dividends, Distributions, Etc. If, while this Agreement --------------------------------------- is in effect, Pledgor shall become entitled to receive or shall receive any stock certificate (including, without limitation, any certificate representing a stock dividend or a stock distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger or consolidation), or any options or rights, whether as an addition to, in substitution for, or in exchange for any of the Pledged Shares, Shares or otherwise, Pledgor agrees to accept the same as Pledgee’s 's agent and to hold the same in trust for Pledgee, and to deliver the same forthwith to Pledgee in the exact form received, with the endorsement indorsement of Pledgor when necessary and/or appropriate undated stock powers duly executed in blank, to be held by Pledgee, Pledgee as additional collateral security for the benefit of Pledgee and the Lenders, subject to the terms hereof, as additional Pledged CollateralLiabilities. In case any distribution of capital shall be made to Pledgor on or in respect of the Pledged Shares or any property shall be distributed to Pledgor upon or with respect to the Pledged Shares pursuant to the recapitalization or reclassification of the capital of the issuer thereof or pursuant to the reorganization reorganization, merger or consolidation thereof, the property so distributed shall be delivered delivered, to the extent permitted pursuant to the Credit Agreement and provided no Event of Default exists and is continuing, to Pledgor and will constitute additional collateral security for the Liabilities. Upon the occurrence and during the continuance of an Event of Default and at the request of Pledgee to be held by it as additional Pledged Collateral. Except as provided in subsection 5(a)(ii) belowat the direction of the Required Lenders, all sums of money and property so paid or distributed shall be paid to Pledgee and applied in respect accordance with the terms and provisions of the Pledged Shares which are received by Pledgor shall, until paid or delivered to Pledgee, be held by Pledgor in trust as additional Pledged CollateralCredit Agreement.

Appears in 1 contract

Samples: Pledge Agreement (Grubb & Ellis Co)

Stock Dividends, Distributions, Etc. If, while ----------------------------------- this Agreement is in effect, any Pledgor shall become entitled to receive or shall receive any stock certificate (including, without limitation, any certificate representing a stock dividend or a stock distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger or consolidation), or any options or rights, whether as an addition to, in substitution for, or in exchange for any of the Pledged Shares, or otherwise, such Pledgor agrees to accept the same as Pledgee’s Agent's agent and to hold the same in trust for PledgeeAgent, on behalf of Lenders, and to deliver the same forthwith to Pledgee Agent on behalf of Agent, as the case may be, in the exact form received, with the endorsement of such Pledgor when necessary and/or appropriate undated stock powers duly executed in blank, to be held by PledgeeAgent, for the benefit on behalf of Pledgee and the Lenders, subject to the terms hereofhereof as additional collateral security for the Liabilities; provided, -------- however, that Pledgors shall not be required to deliver any such ------- stock certificate to the extent that Agent would, as additional Pledged Collaterala consequence thereof, hold stock certificates evidencing more than 65% of the issued and outstanding shares of capital stock of any Foreign Subsidiary. In Subject to Section 3.5 of the Credit ----------- Agreement, in case any distribution of capital shall be made on or in respect of the Pledged Shares or any property shall be distributed upon or with respect to the Pledged Shares pursuant to the recapitalization or reclassification of the capital of the issuer thereof or pursuant to the reorganization thereof, the property so distributed shall be delivered to Pledgee to be held by it as additional Pledged Collateral. Except as provided in subsection 5(a)(ii) below, Pledgor and all such sums of money and property so paid or distributed in respect of the Pledged Shares which are received by any Pledgor shall, until paid or delivered to Pledgee, shall be held by Pledgor applied as provided in trust as additional Pledged Collateral.Section 3.5 of this Agreement. -----------

Appears in 1 contract

Samples: Pledge Agreement (Lund International Holdings Inc)

Stock Dividends, Distributions, Etc. If, while this Agreement is in effect, Pledgor shall become entitled to receive or shall receive any stock certificate, membership certificate or other certificate evidencing an equity interest in Pledged Collateral (including, without limitation, any certificate representing a stock dividend or a stock distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger or consolidation), or any options or rights, whether as an addition to, in substitution for, or in exchange for any of the Pledged SharesInterests, or otherwise, Pledgor agrees to accept the same as Pledgee’s agent and to hold the same in trust for Pledgee, and to deliver the same forthwith to Pledgee in the exact form received, with the endorsement of Pledgor when necessary and/or appropriate undated stock powers assignments separate from certificate duly executed in blank, to be held by Pledgee, for the benefit of Pledgee and the Lenders, subject to the terms hereof, as additional Pledged Collateral. In case any distribution of capital shall be made on or in respect of the Pledged Shares Interests or any property shall be distributed upon or with respect to the Pledged Shares Interests pursuant to the recapitalization or reclassification of the capital of the issuer thereof or pursuant to the reorganization thereof, the property so distributed shall be delivered to Pledgee to be held by it as additional Pledged Collateral. Except as provided in subsection 5(a)(ii) below, all sums of money and property so paid or distributed in respect of the Pledged Shares Interests which are received by Pledgor shall, until paid or delivered to Pledgee, be held by Pledgor in trust as additional Pledged Collateral.

Appears in 1 contract

Samples: Pledge Agreement (Carbiz Inc)

Stock Dividends, Distributions, Etc. If, while this Agreement is in effect, any Pledgor shall become entitled to receive or shall receive any stock certificate representing Equity Interests constituting Pledged Collateral (including, without limitation, any certificate representing a stock dividend or a stock distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger or consolidation), or any options or rights, whether as an addition to, in substitution for, or in exchange for any of the Pledged Shares, or otherwise, such Pledgor agrees to accept the same as Pledgeethe Collateral Agent’s agent and to hold the same in trust for Pledgeethe Collateral Agent, and to deliver the same forthwith to Pledgee the Collateral Agent in the exact form received, with the endorsement of such Pledgor when necessary and/or appropriate undated stock powers duly executed in blank, to be held by Pledgeethe Collateral Agent, for the benefit of Pledgee and the LendersSecured Creditors, subject to the terms hereof, as additional Pledged Collateral. In Except as provided in Section 5(a)(ii), in case any distribution of capital shall be made on or in respect of the Pledged Shares or any property shall be distributed upon or with respect to the Pledged Shares pursuant to the recapitalization or reclassification of the capital of the issuer thereof or pursuant to the reorganization thereof, the property so distributed shall be delivered to Pledgee the Collateral Agent to be held by it as additional Pledged Collateral. Except as provided in subsection Section 5(a)(ii) below, all sums of money and property so paid or distributed in respect of the Pledged Shares which are received by such Pledgor shall, until paid or delivered to Pledgeethe Collateral Agent, be held by such Pledgor in trust as additional Pledged Collateral.

Appears in 1 contract

Samples: Pledge Agreement (SXC Health Solutions Corp.)

Stock Dividends, Distributions, Etc. If, while this Agreement is in effect, Pledgor shall become entitled to receive or shall receive any stock certificate (including, without limitation, any certificate representing a stock dividend or a stock distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger or consolidation), or any options or rights, whether as an addition to, in substitution for, or in exchange for any of the Pledged Shares, Shares or otherwise, Pledgor agrees to accept the same as Pledgee’s 's agent and to hold the same in trust for Pledgee, and to deliver the same forthwith to Pledgee in the exact form received, with the endorsement of Pledgor when necessary and/or appropriate undated stock powers duly executed in blank, to be held by Pledgee, Pledgee as additional collateral security for the benefit of Pledgee and the Lenders, subject to the terms hereof, as additional Pledged CollateralLiabilities. In case any distribution of capital shall be made to Pledgor on or in respect of the Pledged Shares or any property shall be distributed to Pledgor upon or with respect to the Pledged Shares pursuant to the recapitalization or reclassification of the capital of the issuer thereof or pursuant to the reorganization reorganization, merger or consolidation thereof, the property so distributed shall be delivered delivered, to the extent permitted pursuant to the Credit Agreement and provided no Event of Default exists and is continuing, to Pledgor and will constitute additional collateral security for the Liabilities. Upon the occurrence and during the continuance of an Event of Default and at the request of Pledgee to be held by it as additional Pledged Collateral. Except as provided in subsection 5(a)(ii) belowat the direction of the Required Lenders, all sums of money and property so paid or distributed shall be paid to Pledgee and applied in respect accordance with the terms and provisions of the Pledged Shares which are received by Pledgor shall, until paid or delivered to Pledgee, be held by Pledgor in trust as additional Pledged CollateralCredit Agreement.

Appears in 1 contract

Samples: Pledge Agreement (Grubb & Ellis Co)

Stock Dividends, Distributions, Etc. If, while this Agreement is in effect, Pledgor shall become entitled to receive or shall receive any stock certificate or other membership interest certificate evidencing an equity interest in an Issuer (including, without limitation, any certificate representing a stock dividend or a stock distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger or consolidation), or any options or rights, whether as an addition to, in substitution for, or in exchange for any of the Pledged Shares, or otherwiseInterests, Pledgor agrees to accept the same as Pledgee’s agent and to hold the same in trust for Pledgee, and to deliver the same forthwith to Pledgee in the exact form received, with the endorsement of Pledgor when necessary and/or appropriate undated stock powers assignments separate from certificate duly executed in blank, to be held by Pledgee, for the benefit of Pledgee and the Lenders, subject to the terms hereof, as additional Pledged Collateral. In case any distribution of capital shall be made on or in respect of the Pledged Shares Interests or any property shall be distributed upon or with respect to the Pledged Shares Interests pursuant to the recapitalization or reclassification of the capital of the issuer thereof or pursuant to the reorganization thereof, the property so distributed shall be delivered to Pledgee to be held by it as additional Pledged Collateral. Except as provided in subsection 5(a)(ii) below, all sums of money and property so paid or distributed in respect of the Pledged Shares Interests which are received by Pledgor shall, until paid or delivered to Pledgee, be held by Pledgor in trust as additional Pledged Collateral.

Appears in 1 contract

Samples: Security Agreement (Zap)

Stock Dividends, Distributions, Etc. If, while this Agreement --------------------------------------- is in effect, Pledgor shall become entitled to receive or shall receive any stock certificate (including, without limitation, any certificate representing a stock dividend or a stock distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger or consolidation), or any options or rightsrights representing equity interests in Borrower, whether as an addition to, in substitution for, or in exchange for any of the Pledged Shares, Shares or otherwise, then Pledgor agrees to accept the same as Pledgee’s 's agent and to hold the same in trust for Pledgee, and to deliver the same forthwith to Pledgee in the exact form received, with the endorsement indorsement of Pledgor when necessary and/or appropriate undated stock powers duly executed in blank, to be held by Pledgee, for the benefit of Pledgee and the Lenders, subject to the terms hereof, as additional Pledged Collateral. In case any distribution of capital shall be made to Pledgor on or in respect of the Pledged Shares or any property shall be distributed to Pledgor upon or with respect to the Pledged Shares pursuant to the recapitalization or reclassification of the capital of the issuer thereof or pursuant to the reorganization reorganization, merger or consolidation thereof, the property so distributed shall be delivered by Pledgor to Pledgee to be held by it Pledgee as additional Pledged Collateral. Except as provided in subsection 5(a)(ii) below, all All sums of money and property so paid or distributed in respect of the Pledged Shares which are received by Pledgor (except as expressly permitted under subsection 3.5(c) of the Credit Agreement) or 3(b)6 above shall, until paid or delivered to Pledgee, be held by Pledgor in trust as additional Pledged Collateral.

Appears in 1 contract

Samples: Pledge Agreement (MCG Capital Corp)

Stock Dividends, Distributions, Etc. If, while this Agreement is in effect, the Pledgor shall become entitled to receive or shall receive any stock Stock certificate (including, without limitation, any certificate representing a stock Stock dividend or a stock distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger or consolidation), or any options option or rights, whether as an addition to, in substitution forof, or in exchange for any shares of the any Pledged SharesStock, or otherwise, the Pledgor agrees to accept the same as Pledgee’s 's agent and to hold the same in trust on behalf of and for Pledgee, the benefit of the Pledgee segregated from the other assets of the Pledgor and to deliver the same forthwith to Pledgee the Pledgee, in the exact form received, with the endorsement of Pledgor the Pledgor, when necessary and/or appropriate appropriate, to undated stock powers powers, duly executed in blank, to be held by the Pledgee, for the benefit of Pledgee and the Lenders, subject to the terms hereof, as additional collateral security for the Obligations, and such other documents as the Pledgee shall reasonably request in order to perfect the Pledgee's security interest therein. Any sums paid upon or in respect of the Pledged Collateral. In Stock upon the liquidation or dissolution of any Issuer shall be paid over to the Pledgee, to be held by it in trust as additional collateral security for the Obligations; and in case any distribution of capital shall be made on or in respect of the Pledged Shares Stock or any property shall be distributed upon or with respect to the Pledged Shares Stock pursuant to the recapitalization or reclassification of the capital of the issuer thereof any Issuer or pursuant to the reorganization thereof, the property so distributed shall be delivered to Pledgee the Pledgee, to be held by it as additional Pledged Collateralcollateral security for the Obligations. Except as provided in subsection 5(a)(ii) below, all All sums of money and property so paid or distributed in respect of the Pledged Shares Stock which are received by the Pledgor shall, until paid or delivered to the Pledgee, be held by the Pledgor in trust trust, segregated from the other assets of the Pledgor, as additional Pledged Collateralcollateral security for the Obligations.

Appears in 1 contract

Samples: Pledge and Security Agreement (Tidel Technologies Inc)

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Stock Dividends, Distributions, Etc. If, while this Agreement is in effect, Pledgor the Company shall become entitled to receive or shall receive any stock certificate or other security in respect of the Pledged Stock (including, without limitation, any certificate representing a stock dividend or a stock distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger reorganization or consolidationmerger), or any options option or rightsrights with respect thereto, whether as an addition to, in substitution forof, or in exchange for any shares of the any Pledged SharesStock, or otherwise, Pledgor the Company agrees to accept the same as Pledgeethe Collateral Agent’s agent and to hold the same in trust on behalf of the Collateral Agent for Pledgee, the benefit of the Holders and to deliver the same forthwith to Pledgee the Collateral Agent in the exact form received, with the endorsement of Pledgor the Company when necessary and/or the appropriate undated stock stock, bond or other appropriate powers duly executed in blank, to be held by Pledgeethe Collateral Agent, for the benefit of Pledgee and the LendersHolders, subject to the terms hereof, as additional Pledged CollateralSecurity for the Secured Obligations. In Any sums paid upon or in respect of the Pledged Stock upon the liquidation or dissolution of the issuer thereof shall be paid over to the Collateral Agent to be held by it in trust as additional Pledged Security for the Secured Obligations, and in case any distribution of capital shall be made on or in respect of the Pledged Shares Stock or any property shall be distributed upon or with respect to the Pledged Shares Stock pursuant to the recapitalization or reclassification of the capital of the issuer thereof or pursuant to the reorganization thereof, the property so distributed shall shall, subject to the provisions of Section 6, be delivered to Pledgee the Collateral Agent to be held by it as additional Pledged CollateralSecurity for the Secured Obligations. Except as provided in subsection 5(a)(ii) below, all All sums of money and property so paid or distributed in respect of the Pledged Shares Stock which are received by Pledgor the Company shall, until paid or delivered to Pledgeethe Collateral Agent, be held by Pledgor the Company in trust as additional Pledged CollateralSecurity for the Secured Obligations.

Appears in 1 contract

Samples: Pledge Agreement (American Residential Investment Trust Inc)

Stock Dividends, Distributions, Etc. If, while this Agreement ------------------------------------ is in effect, Pledgor shall become entitled to receive or shall receive any stock certificate (including, without limitation, any certificate representing a stock dividend or a stock distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger or consolidation), or any options or rights, whether as an addition to, in substitution for, or in exchange for any of the Pledged Shares, Shares or otherwise, Pledgor agrees to accept the same as Pledgee’s 's agent and to hold the same in trust for Pledgee, and to deliver the same forthwith to Pledgee in the exact form received, with the endorsement indorsement of Pledgor when necessary and/or appropriate undated stock powers duly executed in blank, to be held by Pledgee, Pledgee as additional collateral security for the benefit of Pledgee and the Lenders, subject to the terms hereof, as additional Pledged CollateralLiabilities. In case any distribution of capital shall be made to Pledgor on or in respect of the Pledged Shares or any property shall be distributed to Pledgor upon or with respect to the Pledged Shares pursuant to the recapitalization or reclassification of the capital of the issuer thereof or pursuant to the reorganization reorganization, merger or consolidation thereof, the property so distributed shall be delivered delivered, to the extent permitted pursuant to the Credit Agreement and provided no Event of Default exists and is continuing, to Pledgor and will constitute additional collateral security for the Liabilities. Upon the occurrence and during the continuance of an Event of Default and at the request of Pledgee to be held by it as additional Pledged Collateral. Except as provided in subsection 5(a)(ii) belowat the direction of the Required Lenders, all sums of money and property so paid or distributed shall be paid to Pledgee and applied in respect accordance with the terms and provisions of the Pledged Shares which are received by Pledgor shall, until paid or delivered to Pledgee, be held by Pledgor in trust as additional Pledged CollateralCredit Agreement.

Appears in 1 contract

Samples: Pledge Agreement (Grubb & Ellis Co)

Stock Dividends, Distributions, Etc. If, while this Agreement is in effect, Pledgor the Borrower shall become entitled to receive or shall receive any stock certificate (including, without limitation, any certificate representing a stock dividend or a stock distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger reorganization or consolidationformation of a new Subsidiary), or any options option or rights, whether as an addition to, in substitution forof, or in exchange for any shares of the any Pledged SharesStock, or otherwise, Pledgor agrees to the Borrower shall accept the same as Pledgee’s agent and to the Bank's agent, hold the same in trust on behalf of and for Pledgee, the benefit of the Bank and to deliver the same forthwith to Pledgee the Bank in the exact form received, with the endorsement indorsement of Pledgor the Borrower when necessary and/or appropriate undated stock powers duly executed in blank, to be held by Pledgee, for the benefit of Pledgee and the LendersBank, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Collateral. In Stock upon the liquidation or dissolution of the issuer thereof shall be paid over to the Bank to be held as additional collateral security for the Obligations; and in case any distribution of capital shall be made on or in respect of the Pledged Shares Stock or any property shall be distributed upon or with respect to the Pledged Shares Stock pursuant to the recapitalization or reclassification of the capital of the issuer thereof or pursuant to the reorganization thereof, the property so distributed shall be delivered to Pledgee the Bank to be held by it as additional Pledged Collateralcollateral security for the Obligations. Except as provided in subsection 5(a)(ii) below, all All sums of money and property so paid or distributed in respect of the Pledged Shares Stock which are received by Pledgor the Borrower shall, until paid or delivered to Pledgeethe Bank, be held by Pledgor the Borrower in trust as additional Pledged Collateralcollateral security for the Obligations.

Appears in 1 contract

Samples: Loan Agreement (Kaye Group Inc)

Stock Dividends, Distributions, Etc. If, while this ----------------------------------- Agreement is in effect, Pledgor shall become entitled to receive or shall receive any stock certificate (including, without limitation, any certificate representing a stock dividend or a stock distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger or consolidation), or any options or rights, whether as an addition to, in substitution for, or in exchange for any of the Pledged Shares, or otherwise, Pledgor agrees to accept the same as Pledgee’s Agent's agent and to hold the same in trust for PledgeeAgent, on behalf of Lenders, and to deliver the same forthwith to Pledgee Agent on behalf of Agent, as the case may be, in the exact form received, with the endorsement of Pledgor when necessary and/or appropriate undated stock powers duly executed in blank, to be held by PledgeeAgent, for the benefit on behalf of Pledgee and the Lenders, subject to the terms hereof, hereof as additional Pledged Collateralcollateral security for the Liabilities. In case any distribution of capital shall be made on or in respect of the Pledged Shares or any property shall be distributed upon or with respect to the Pledged Shares pursuant to the recapitalization or reclassification of the capital of the issuer thereof or pursuant to the reorganization thereof, the property so distributed shall be delivered to Pledgee Agent to be held by it as additional Pledged Collateralcollateral security for the Liabilities. Except as provided in subsection 5(a)(ii) below, all All sums of money and property so paid or distributed in respect of the Pledged Shares which are received by any Pledgor shall, until paid or delivered to PledgeeAgent, be held by such Pledgor in trust as additional Pledged Collateralcollateral security for the Liabilities.

Appears in 1 contract

Samples: Pledge Agreement (Lund International Holdings Inc)

Stock Dividends, Distributions, Etc. If, while this Agreement ------------------------------------ is in effect, Pledgor shall become entitled to receive or shall receive any stock certificate (including, without limitation, any certificate representing a stock dividend or a stock distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger or consolidation), or any options or rights, whether as an addition to, in substitution for, or in exchange for any of the Pledged Shares, Shares or otherwise, Pledgor agrees to accept the same as Pledgee’s 's agent and to hold the same in trust for Pledgee, and to deliver the same forthwith to Pledgee in the exact form received, with the endorsement indorsement of Pledgor when necessary and/or appropriate undated stock powers duly executed in blank, to be held by Pledgee, Pledgee as additional collateral security for the benefit of Pledgee and the Lenders, subject to the terms hereof, as additional Pledged CollateralLiabilities. In case any distribution of capital shall be made to Pledgor on or in respect of the Pledged Shares or any property shall be distributed to Pledgor upon or with respect to the Pledged Shares pursuant to the recapitalization or reclassification of the capital of the issuer thereof or pursuant to the reorganization reorganization, merger or consolidation thereof, the property so distributed shall be delivered delivered, to the extent permitted pursuant to the Credit Agreement and provided no Event of Default exists and is continuing, to Pledgor and will constitute additional collateral security for the Liabilities. Upon the occurrence and during the continuance of an Event of Default and at the direction of Pledgee to be held by it as additional Pledged Collateral. Except as provided in subsection 5(a)(ii) belowat the direction of the Required Lenders, all sums of money and property so paid or distributed shall be paid to Pledgee and applied in respect accordance with the terms and provisions of the Pledged Shares which are received by Pledgor shall, until paid or delivered to Pledgee, be held by Pledgor in trust as additional Pledged CollateralCredit Agreement.

Appears in 1 contract

Samples: Pledge Agreement (Grubb & Ellis Co)

Stock Dividends, Distributions, Etc. If, while this Agreement is in effect, the Pledgor shall become entitled to receive or shall receive any stock certificate Stock (including, without limitation, any certificate representing a stock Stock dividend or a stock distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger or consolidation), or any options option or rights, whether as an addition to, in substitution forof, or in exchange for any shares of the any Pledged SharesStock, or otherwise, the Pledgor agrees (a) to cause the same to be certificated, and (b) to accept the same as Pledgee’s 's agent and to hold the same in trust on behalf of and for Pledgee, the benefit of the Pledgee segregated from the other assets of the Pledgor and to deliver the same forthwith to Pledgee the Pledgee, in the exact form received, with the endorsement of Pledgor the Pledgor, when necessary and/or appropriate appropriate, to execute undated stock powers powers, duly executed in blank, to be held by the Pledgee, for the benefit of Pledgee and the Lenders, subject to the terms hereof, as additional collateral security for the Obligations, and such other documents as the Pledgee shall reasonably request in order to perfect the Pledgee's security interest therein and grant Pledgee control thereof. Any sums paid upon or in respect of the Pledged Collateral. In Stock upon the liquidation or dissolution of Issuer shall be paid over to the Pledgee, to be held by it in trust as additional collateral security for the Obligations; and in case any distribution of capital shall be made on or in respect of the Pledged Shares Stock or any property shall be distributed upon or with respect to the Pledged Shares Stock pursuant to the recapitalization or reclassification of the capital of the issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall be delivered to Pledgee the Pledgee, to be held by it as additional Pledged Collateralcollateral security for the Obligations. Except as provided in subsection 5(a)(ii) below, all All sums of money and property so paid or distributed in respect of the Pledged Shares Stock which are received by the Pledgor shall, until paid or delivered to the Pledgee, be held by the Pledgor in trust trust, segregated from the other assets of the Pledgor, as additional Pledged Collateralcollateral security for the Obligations.

Appears in 1 contract

Samples: Credit Agreement (Ace Cash Express Inc/Tx)

Stock Dividends, Distributions, Etc. If, ------------------------------------ while this Agreement is in effect, Pledgor shall become entitled to receive or shall receive any stock certificate (including, without limitation, any certificate representing a stock dividend or a stock distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger or consolidation), or any options or rights, whether as an addition to, in substitution for, or in exchange for any of the Pledged Shares, or otherwise, Pledgor agrees to accept the same as Pledgee’s Agent's agent and to hold the same in trust for PledgeeAgent, on behalf of Lenders, and to deliver the same forthwith to Pledgee the Depository, on behalf of Agent, in the exact form received, with the endorsement of Pledgor when necessary and/or appropriate undated stock powers duly executed in blank, to be held by PledgeeAgent, for the benefit on behalf of Pledgee and the Lenders, subject to the terms hereof, hereof as additional Pledged Collateralcollateral security for the Liabilities. In case any distribution of capital shall be made on or in respect of the Pledged Shares or any property shall be distributed upon or with respect to the Pledged Shares pursuant to the recapitalization or reclassification of the capital of the issuer thereof or pursuant to the reorganization thereof, the property so distributed shall be delivered to Pledgee Agent to be held by it as additional Pledged Collateralcollateral security for the Liabilities. Except as provided in subsection 5(a)(ii) below, all All sums of money and property so paid or distributed in respect of the Pledged Shares which are received by Pledgor shall, until paid or delivered to PledgeeAgent, be held by Pledgor in trust as additional Pledged Collateralcollateral security for the Liabilities.

Appears in 1 contract

Samples: Borrower Pledge Agreement (Lund International Holdings Inc)

Stock Dividends, Distributions, Etc. If, while this Agreement is in effect, the Pledgor shall become entitled to receive or shall receive any stock Stock certificate (including, without limitation, any certificate representing a stock Stock dividend or a stock distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger or consolidation), or any options option or rights, whether as an addition to, in substitution forof, or in exchange for any shares of the any Pledged SharesStock, or otherwise, the Pledgor agrees to accept the same as Pledgee’s 's agent and to hold the same in trust on behalf of and for Pledgee, the benefit of the Pledgee segregated from the other assets of the Pledgor and to deliver the same forthwith to Pledgee the Pledgee, in the exact form received, with the endorsement of Pledgor the Pledgor, when necessary and/or appropriate appropriate, to undated stock powers powers, duly executed in blank, to be held by the Pledgee, for the benefit of Pledgee and the Lenders, subject to the terms hereof, as additional collateral security for the Obligations, and such other documents as the Pledgee shall reasonably request in order to perfect the Pledgee's security interest therein. Any sums paid upon or in respect of the Pledged Collateral. In Stock upon the liquidation or dissolution of Issuer shall be paid over to the Pledgee, to be held by it in trust as additional collateral security for the Obligations; and in case any distribution of capital shall be made on or in respect of the Pledged Shares Stock or any property shall be distributed upon or with respect to the Pledged Shares Stock pursuant to the recapitalization or reclassification of the capital of the issuer thereof Issuer or pursuant to the reorganization thereof, the property so distributed shall be delivered to Pledgee the Pledgee, to be held by it as additional Pledged Collateralcollateral security for the Obligations. Except as provided in subsection 5(a)(ii) below, all All sums of money and property so paid or distributed in respect of the Pledged Shares Stock which are received by the Pledgor shall, until paid or delivered to the Pledgee, be held by the Pledgor in trust trust, segregated from the other assets of the Pledgor, as additional Pledged Collateralcollateral security for the Obligations.

Appears in 1 contract

Samples: Pledge and Security Agreement (Tidel Technologies Inc)

Stock Dividends, Distributions, Etc. If, while this Agreement is in effect, any Pledgor shall become entitled to receive or shall receive any stock certificate representing Equity Interests constituting Pledged Collateral (including, without limitation, any certificate representing a stock dividend or a stock distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger or consolidation), or any options or rights, whether as an addition to, in substitution for, or in exchange for any of the Pledged Shares, or otherwise, such Pledgor agrees to accept the same as Pledgee’s agent accept, hold and to hold the same in trust for Pledgee, and to deliver the same forthwith to Pledgee the Administrative Agent in the exact form received, with the endorsement of such Pledgor when necessary and/or appropriate and undated stock powers Equity Interest Powers duly executed in blank, to be held by Pledgeethe Administrative Agent, for the benefit of Pledgee and the LendersSecured Parties, subject to the terms hereof, as additional Pledged Collateral. In case any distribution of capital shall be made on or in respect of the Pledged Shares or any property shall be distributed upon or with respect to the Pledged Shares pursuant to the recapitalization or reclassification of the capital of the issuer Issuer thereof or pursuant to the reorganization thereof, in a transaction not permitted under Section 9.04 of the Credit Agreement, the property so distributed shall be delivered to Pledgee the Administrative Agent to be held by it as additional Pledged Collateral. Except as provided in subsection Section 5(a)(ii) below, all sums of money and property so paid or distributed in respect of the Pledged Shares which are received by such Pledgor as described in the immediately preceding sentence shall, until paid or delivered to Pledgeethe Administrative Agent, be held by such Pledgor in trust as additional Pledged Collateral.

Appears in 1 contract

Samples: Pledge Agreement (Berry Petroleum Corp)

Stock Dividends, Distributions, Etc. If, while this Agreement is in effect, Pledgor shall become entitled to receive or shall receive any stock certificate or other membership interest certificate evidencing an equity interest in an Pledged Entity or any other Person (including, without limitation, any certificate representing a stock dividend or a stock distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger or consolidation), or any options or rights, whether as an addition to, in substitution for, or in exchange for any of the Pledged Shares, or otherwiseInterests, Pledgor agrees to accept the same as Pledgee’s agent and to hold the same in trust for Pledgee, and to deliver the same forthwith to Pledgee in the exact form received, with the endorsement of Pledgor when necessary and/or appropriate undated stock powers assignments separate from certificate duly executed in blank, to be held by Pledgee, for the benefit of Pledgee and the Lenders, subject to the terms hereof, as additional Pledged Collateral. Pledgor shall promptly deliver to Pledgee (i) a pledge amendment, duly executed by Pledgor, in form and substance satisfactory to Pledgee (a “Pledge Amendment”) with respect to such additional stock certificates, and (ii) any financing statements or amendments to financing statements as requested by Pledgee. Pledgor hereby authorizes Pledgee to attach each Pledge Amendment to this Agreement. In case any distribution of capital shall be made on or in respect of the Pledged Shares Interests or any property shall be distributed upon or with respect to the Pledged Shares Interests pursuant to the recapitalization or reclassification of the capital of the issuer thereof or pursuant to the reorganization thereof, the property so distributed shall be delivered to Pledgee to be held by it as additional Pledged Collateral. Except as provided in subsection 5(a)(ii) below, all sums of money and property so paid or distributed in respect of the Pledged Shares Interests which are received by Pledgor shall, until paid or delivered to Pledgee, be held by Pledgor in trust as additional Pledged Collateral.

Appears in 1 contract

Samples: Pledge Agreement (CardioVascular BioTherapeutics, Inc.)

Stock Dividends, Distributions, Etc. If, while this Agreement is in effect, any Pledgor shall become entitled to receive or shall receive any stock certificate representing Capital Stock constituting Pledged Collateral (including, without limitation, any certificate representing a stock dividend or a stock distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger or consolidation), or any options or rights, whether as an addition to, in substitution for, or in exchange for any of the Pledged Shares, or otherwise, such Pledgor agrees to accept the same as Pledgeethe Collateral Agent’s agent and to hold the same in trust for Pledgeethe Collateral Agent, and to deliver the same forthwith to Pledgee the Collateral Agent in the exact form received, with the endorsement of such Pledgor when necessary and/or appropriate undated stock powers duly executed in blank, to be held by Pledgeethe Collateral Agent, for the benefit of Pledgee and the LendersSecured Parties, subject to the terms hereof, as additional Pledged Collateral. In case any distribution of capital shall be made on or in respect of the Pledged Shares or any property shall be distributed upon or with respect to the Pledged Shares pursuant to the recapitalization or reclassification of the capital of the issuer thereof or pursuant to the reorganization thereof, during the continuation of an Event of Default the property so distributed shall be delivered to Pledgee the Collateral Agent to be held by it as additional Pledged Collateral. Except as provided in subsection 5(a)(ii) below, all sums of money and property so paid or distributed in respect of the Pledged Shares which are received by such Pledgor and required to be paid or turned over to the Collateral Agent, shall, until paid or delivered to Pledgeethe Collateral Agent, be held by such Pledgor in trust as additional Pledged Collateral.

Appears in 1 contract

Samples: Pledge Agreement (Moneygram International Inc)

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