Common use of As to Equity Interests of the Grantors’ Subsidiaries, Investment Property Clause in Contracts

As to Equity Interests of the Grantors’ Subsidiaries, Investment Property. (a) With respect to any Subsidiary of the Grantor that is: (i) a corporation, business trust, joint stock company or similar Person, all Equity Interests pledged hereunder issued by such Subsidiary are duly authorized and validly issued, fully paid and non−assessable (or equivalent thereof to the extent applicable in the jurisdiction in which Equity Interests are issued), and represented by a certificate; (ii) a limited liability company organized under the laws of any State of the United States, no Equity Interest pledged hereunder issued by such Subsidiary expressly provides that such Equity Interest is a security governed by Division 8 of the UCC; and (iii) a partnership or limited liability company, no Equity Interest pledged hereunder issued by such Subsidiary (A) is dealt in or traded on securities exchanges or in securities markets, or (B) is held in a Securities Account, except, with respect to this clause (a)(iii), Equity Interests (1) for which the Secured Party is the registered owner or (2) that are subject to a Control Agreement entered into by the Grantor, the Secured Party (or, prior to the Discharge of Senior Debt, the Senior Creditor), and the issuer of such Equity Interest. (b) The Grantor has delivered all Certificated Securities constituting Collateral held by the Grantor on the Closing Date to the Secured Party (or, prior to the Discharge of Senior Debt, the Senior Creditor), together with duly executed undated blank stock powers, or other equivalent instruments of transfer reasonably acceptable to the Secured Party or the Senior Creditor, as applicable. (c) With respect to Uncertificated Securities constituting Collateral (other than Uncertificated Securities credited to a Securities Account) owned by the Grantor, the Grantor has caused the issuer thereof either to (i) register the Secured Party (or, prior to the Discharge of Senior Debt, the Senior Creditor) as the registered owner of such security or (ii) agree in an authenticated record with the Grantor and the Secured Party (or, prior to the Discharge of Senior Debt, the Senior Creditor) that such issuer will comply with instructions with respect to such security originated by the Secured Party or the Senior Creditor, as applicable, without further consent of the Grantor. (d) The percentage of the issued and outstanding Equity Interests of each Subsidiary pledged by the Grantor hereunder is as set forth on Schedule I.

As to Equity Interests of the Grantors’ Subsidiaries, Investment Property. (a) With respect to any Material Subsidiary of the any Grantor that is: (i) a corporation, business trust, joint stock company or similar Person, all Equity Interests pledged hereunder issued by such Subsidiary are duly authorized and validly issued, fully paid and non−assessable non-assessable (or equivalent thereof to the extent applicable in the jurisdiction in which Equity Interests are issued), and represented by a certificate; (ii) a limited liability company organized under the laws of any State of the United States, no Equity Interest pledged hereunder issued by such Subsidiary expressly provides that such Equity Interest is a security governed by Division Article 8 of the UCC; and (iii) a partnership or limited liability company, no Equity Interest pledged hereunder issued by such Subsidiary (A) is dealt in or traded on securities exchanges or in securities markets, or (B) is held in a Securities Account, except, with respect to this clause (a)(iii), Equity Interests (1) for which the Secured Party Administrative Agent is the registered owner or (2) that are subject to a Control Agreement entered into by the such Grantor, the Secured Party (or, prior to the Discharge of Senior Debt, the Senior Creditor), Administrative Agent and the issuer of such Equity Interest. (b) The Each Grantor has delivered all Certificated Securities constituting Collateral held by the such Grantor on the Closing Date to the Secured Party (or, prior to the Discharge of Senior Debt, the Senior Creditor)Administrative Agent, together with duly executed undated blank stock powers, or other equivalent instruments of transfer reasonably acceptable to the Secured Party or the Senior Creditor, as applicableAdministrative Agent. (c) With respect to Uncertificated Securities constituting Collateral (other than Uncertificated Securities credited to a Securities Account) owned by the any Grantor, the such Grantor has caused the issuer thereof either to (i) register the Secured Party (or, prior to the Discharge of Senior Debt, the Senior Creditor) Administrative Agent as the registered owner of such security or (ii) agree in an authenticated record with the such Grantor and the Secured Party (or, prior to the Discharge of Senior Debt, the Senior Creditor) Administrative Agent that such issuer will comply with instructions with respect to such security originated by the Secured Party or the Senior Creditor, as applicable, Administrative Agent without further consent of such Grantor; provided, that, this clause (c) shall only apply to the GrantorEquity Interests of Gentherm International GmbH being pledged hereunder by Gentherm Medical, LLC, as of the date that is sixty (60) days after the date hereof (or such later date as the Administrative Agent may agree in its sole discretion). (d) The percentage of the issued and outstanding Equity Interests of each Subsidiary pledged by the each Grantor hereunder is as set forth on Schedule I.I hereto.

As to Equity Interests of the Grantors’ Subsidiaries, Investment Property. (a) With respect to any Material Subsidiary of the any Grantor that is: (i) a corporation, business trust, joint stock company or similar Person, all Equity Interests pledged hereunder issued by such Subsidiary are duly authorized and validly issued, fully paid and non−assessable non-assessable (or equivalent thereof to the extent applicable in the jurisdiction in which Equity Interests are issued), and represented by a certificate; (ii) a limited liability company organized under the laws of any State of the United States, no Equity Interest pledged hereunder issued by such Subsidiary expressly provides that such Equity Interest is a security governed by Division Article 8 of the UCC; and (iii) a partnership or limited liability company, no Equity Interest pledged hereunder issued by such Subsidiary (A) is dealt in or traded on securities exchanges or in securities markets, or (B) is held in a Securities Account, except, with respect to this clause (a)(iii), Equity Interests (1) for which the Secured Party Administrative Agent is the registered owner or (2) that are subject to a Control Agreement entered into by the such Grantor, the Secured Party (or, prior to the Discharge of Senior Debt, the Senior Creditor), Administrative Agent and the issuer of such Equity Interest. (b) The Each Grantor has delivered all Certificated Securities constituting Collateral held by the such Grantor on the Closing Date to the Secured Party (or, prior to the Discharge of Senior Debt, the Senior Creditor)Administrative Agent, together with duly executed undated blank stock powers, or other equivalent instruments of transfer reasonably acceptable to the Secured Party or the Senior Creditor, as applicableAdministrative Agent. (c) With respect to Uncertificated Securities constituting Collateral (other than Uncertificated Securities credited to a Securities Account) owned by the any Grantor, the such Grantor has caused the issuer thereof either to (i) register the Secured Party (or, prior to the Discharge of Senior Debt, the Senior Creditor) Administrative Agent as the registered owner of such security or (ii) agree in an authenticated record with the such Grantor and the Secured Party (or, prior to the Discharge of Senior Debt, the Senior Creditor) Administrative Agent that such issuer will comply with instructions with respect to such security originated by the Secured Party or the Senior Creditor, as applicable, Administrative Agent without further consent of the such Grantor. (d) The percentage of the issued and outstanding Equity Interests of each Subsidiary pledged by the each Grantor hereunder is as set forth on Schedule I.

As to Equity Interests of the Grantors’ Subsidiaries, Investment Property. (a) With respect to any Material Subsidiary of the any Grantor that is: (i) a corporation, business trust, joint stock company or similar Person, all Equity Interests pledged hereunder issued by such Subsidiary are duly authorized and validly issued, fully paid and non−assessable non-assessable (or equivalent thereof to the extent applicable in the jurisdiction in which Equity Interests are issued), and represented by a certificate; (ii) a limited liability company organized under the laws of any State of the United States, no Equity Interest pledged hereunder issued by such Subsidiary expressly provides that such Equity Interest is a security governed by Division Article 8 of the UCC; and (iii) a partnership or limited liability company, no Equity Interest pledged hereunder issued by such Subsidiary (A) is dealt in or traded on securities exchanges or in securities markets, or (B) is held in a Securities Account, except, with respect to this clause (a)(iii), Equity Interests (1) for which the Secured Party Administrative Agent is the registered owner or (2) that are subject to a Control Agreement entered into by the such Grantor, the Secured Party (or, prior to the Discharge of Senior Debt, the Senior Creditor), Administrative Agent and the issuer of such Equity Interest. (b) The Each Grantor has delivered all Certificated Securities constituting Collateral held by the such Grantor on the Closing Date to the Secured Party (or, prior to the Discharge of Senior Debt, the Senior Creditor)Administrative Agent, together with duly executed undated blank stock powers, or other equivalent instruments of transfer reasonably acceptable to the Secured Party or the Senior Creditor, as applicableAdministrative Agent. (c) With respect to Uncertificated Securities constituting Collateral (other than Uncertificated Securities credited to a Securities Account) owned by the any Grantor, the such Grantor has caused the issuer thereof either to (i) register the Secured Party (or, prior to the Discharge of Senior Debt, the Senior Creditor) Administrative Agent as the registered owner of such security or (ii) agree in an authenticated record with the such Grantor and the Secured Party (or, prior to the Discharge of Senior Debt, the Senior Creditor) Administrative Agent that such issuer will comply with instructions with respect to such security originated by the Secured Party or the Senior Creditor, as applicable, Administrative Agent without further consent of the such Grantor. (d) The percentage of the issued and outstanding Equity Interests of each Subsidiary pledged by the each Grantor hereunder is as set forth on Schedule I.I hereto.