Common use of Agreement to Supplement Clause in Contracts

Agreement to Supplement. Each Grantor acknowledges and agrees that this Agreement shall be amended and supplemented from time to time to specifically include a description of all Escrowed Shares subject hereto subsequent to the date hereof, and the Administrative Agent shall be entitled to supplement Schedule I from time to time, without any action or joinder of the Grantors to reflect the addition of all such additional Escrowed Shares. The Administrative Agent shall have a valid first priority security interest in all additional Disposition Proceeds which come into existence after the date hereof, whether or not reflected on a supplement to Schedule I. Each Grantor hereby agrees to execute, deliver and cause the filing of all stock powers, financing statements and other documents and to take such further action as deemed necessary in the Administrative Agent’s reasonable discretion with respect to each such additional Escrowed Shares and Disposition Proceeds to ensure each Grantor’s compliance hereunder with respect thereto. To the extent that any Equity Interest in a Subsidiary constitutes General Intangibles, such Equity Interests shall not be listed as Escrowed Shares in any supplement to Schedule 1, and shall not constitute Restricted Equity Interests hereunder.

Appears in 3 contracts

Samples: Escrow and Security Agreement (Asbury Automotive Group Inc), Escrow and Security Agreement (Asbury Automotive Group Inc), Escrow and Security Agreement (Asbury Automotive Group Inc)

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Agreement to Supplement. Each Grantor acknowledges and agrees that this Agreement shall be amended and supplemented from time to time to specifically include a description of all Escrowed Shares subject hereto subsequent to the date hereof, and the Administrative Agent shall be entitled to supplement Schedule I from time to time, without any action or joinder of the Grantors to reflect the addition of all such additional Escrowed Shares. The Administrative Agent shall have a valid first priority security interest in all additional Disposition Proceeds which come into existence after the date hereof, whether or not reflected on a supplement to Schedule I. Each Grantor hereby agrees to execute, deliver and cause the filing of all stock powers, financing statements and other documents and to take such further action as deemed necessary in the Administrative Agent’s reasonable discretion with respect to each such additional Escrowed Shares and Disposition Proceeds to ensure each such Grantor’s compliance hereunder with respect thereto. To the extent that any Equity Interest in a Subsidiary constitutes General Intangibles, such Equity Interests shall not be listed as Escrowed Shares in any supplement to Schedule 1, and shall not constitute Restricted Equity Interests hereunder.

Appears in 1 contract

Samples: Intercreditor Agreement (Asbury Automotive Group Inc)

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