Common use of Acknowledgements of Pledgor Clause in Contracts

Acknowledgements of Pledgor. If Pledgor shall, as a result of its ownership of the Pledged Securities, become entitled to receive or shall receive any stock certificate or limited liability company membership certificate, as applicable (including, without limitation, any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any shares and/or membership interests of the Pledged Securities, or otherwise in respect thereof, Pledgor shall accept the same as Xxxxxx’s agent, hold the same in trust for Xxxxxx and deliver the same promptly to Lender in the exact form received, duly endorsed by Pledgor to Lender, if required, together with an undated stock, limited liability company membership interest power covering such certificate duly executed in blank and with, if Lender so requests, signature guaranteed, to be held by Lender hereunder as additional security for the Debt. Any sums paid upon or in respect of the Pledged Securities upon the liquidation or dissolution of Borrower shall be paid over to Lender to be held by it hereunder as additional security for the Debt, and in case any distribution of capital shall be made on or in respect of the Pledged Securities or any property shall be distributed upon or with respect to the Pledged Securities, in each case, pursuant to the recapitalization or reclassification of the capital of Borrower or pursuant to the reorganization of Borrower, the property so distributed shall be delivered to Lender to be held by it, subject to the terms hereof, as additional security for the Debt. If any sums of money or property so paid or distributed in respect of the Pledged Securities shall be received by Pledgor, Pledgor shall deliver to Lender promptly and, until such money or property is paid or delivered to Lender, hold such money or property in trust for Lender, segregated from other funds of Pledgor, as additional security for the Debt.

Appears in 2 contracts

Samples: Pledge and Security Agreement (Lodging Fund REIT III, Inc.), Pledge and Security Agreement (Lodging Fund REIT III, Inc.)

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Acknowledgements of Pledgor. If Pledgor shall, as a result of its ownership of the Pledged SecuritiesCompany Interests, become entitled to receive or shall receive any stock certificate or limited liability company partnership or regular membership certificate, as applicable (including, without limitation, including any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any shares and/or membership interests of the Pledged SecuritiesCompany Interests, or otherwise in respect thereof, Pledgor shall accept the same as XxxxxxLender’s agent, hold the same in trust for Xxxxxx Lender and deliver the same promptly forthwith to Lender in the exact form received, duly endorsed by Pledgor to Lender, if required, together with an undated stock, limited liability company regular membership or partnership interest power covering such certificate duly executed in blank and with, if Lender so requests, signature guaranteed, to be held by Lender hereunder as additional security for the DebtDebt and distributed in accordance with the provisions of the Mezzanine Loan Agreement. Any sums paid upon or in respect of the Pledged Securities Company Interests upon the liquidation or dissolution of Borrower the Pledged Entity shall be paid over to Lender to be held by it hereunder as additional security for the Debt, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Company Interests or any property shall be distributed upon or with respect to the Pledged Securities, in each case, Company Interests pursuant to the recapitalization or reclassification of the capital of Borrower the Pledged Entity or pursuant to the reorganization of Borrowerthereof, the property so distributed shall be delivered to Lender to be held by it, subject to the terms hereof, as additional security for the DebtDebt and distributed in accordance with the provisions of the Mezzanine Loan Agreement. If any sums of money or property so paid or distributed in respect of the Pledged Securities Company Interests shall be received by Pledgor, Pledgor shall deliver to Lender promptly andshall, until such money or property is paid or delivered to Lender, hold such money or property in trust for Lender, segregated from other funds of Pledgor, as additional security for the Debt. Pledgor agrees to cause the Pledged Entity to deliver to Lender an Acknowledgement and Consent in the form of Exhibit B attached hereto. Except during the existence of an Event of Default, nothing contained herein shall be deemed to prohibit the distribution of funds received by Pledgor as distributions from the Pledged Entity to its constituent member(s), but only as and to the extent expressly permitted pursuant to the Mezzanine Loan Agreement.

Appears in 1 contract

Samples: Pledge and Security Agreement (Capital Trust Inc)

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Acknowledgements of Pledgor. If Pledgor shall, as a result of its ownership of the Pledged SecuritiesCompany Interests, become entitled to receive or shall receive any stock partnership certificate or limited liability company membership certificate, as applicable (including, without limitation, including any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any shares and/or membership interests of the Pledged SecuritiesCompany Interests, or otherwise in respect thereof, Pledgor shall accept the same as Xxxxxx’s agent, hold the same in trust for Xxxxxx and immediately deliver the same promptly forthwith to Lender in the exact form received, duly endorsed by Pledgor to Lender, if required, together with an undated stock, limited liability company membership interest partnership power covering any such partnership certificate duly executed in blank and with, if Lender so requests, signature guaranteedblank, to be held by Lender Xxxxxx hereunder as additional security for the DebtIndebtedness. Any sums paid upon or in respect of the Pledged Securities Company Interests upon the liquidation or dissolution of Borrower shall be paid over to Lender to be held applied by it hereunder as additional security for Lender to the DebtIndebtedness, and in case any distribution of capital shall be made on or in respect of the Pledged Securities Company Interests or any property shall be distributed upon or with respect to the Pledged Securities, in each case, Company Interests pursuant to the recapitalization or reclassification of the capital of Borrower or pursuant to the reorganization of Borrowerthereof, the property so distributed shall be promptly delivered to Lender to be held by it, subject to the terms hereof, as additional security for the DebtIndebtedness. If any sums of money or property so paid or so distributed in respect of any of the Pledged Securities Company Interests pursuant to the prior sentence shall be received by Pledgor, Pledgor shall deliver to Lender promptly andshall, until such money or property is paid or delivered to Lender, hold such money or property in trust for Lender, segregated from other funds of Pledgor, as additional security for the DebtIndebtedness.

Appears in 1 contract

Samples: Pledge and Security Agreement (Lodging Fund REIT III, Inc.)

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