Certain Agreements of Grantors As Issuers and Holders of Equity Interests. (i) In the case of each Grantor which is an issuer of Securities Collateral, such Grantor agrees to be bound by the terms of this Security Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it. (ii) In the case of each Grantor which is a partner in a partnership, limited liability company or other entity that is an issuer of Equity Interests pledged hereunder, such Grantor hereby consents to the extent required by the applicable Organization Documents to the pledge by each other Grantor, pursuant to the terms hereof, of the Pledged Interests in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Interests to the Agent or its nominee and to the substitution of the Agent or its nominee as a substituted partner or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner or a limited partner or member, as the case may be.
Appears in 3 contracts
Samples: Term Loan Agreement (Safeway Stores 42, Inc.), Term Loan Agreement (Albertsons Companies, Inc.), Term Loan Agreement
Certain Agreements of Grantors As Issuers and Holders of Equity Interests. (i) In the case of each Grantor which is an issuer of Securities Collateral, such Grantor agrees to be bound by the terms of this Security Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it.
(ii) In the case of each Grantor which is a partner partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity that is an issuer of Equity Interests pledged hereunderentity, such Grantor hereby consents to the extent required by the applicable Organization Documents to the pledge by each other Grantor, pursuant to the terms hereof, of the Pledged Interests in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Interests to the Agent or its nominee and to the substitution of the Agent or its nominee as a substituted partner partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner or a partner, limited partner partner, shareholder or member, as the case may be.
Appears in 2 contracts
Samples: Security Agreement (Abercrombie & Fitch Co /De/), Term Loan Security Agreement (Abercrombie & Fitch Co /De/)
Certain Agreements of Grantors As Issuers and Holders of Equity Interests. (i) In the case of each Grantor which is an issuer of Securities Collateral, such Grantor agrees to be bound by the terms of this Security Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it.
(ii) In the case of each Grantor which is a partner or member, as the case may be, in a partnership, limited liability company or other entity that is an issuer of Equity Interests pledged hereunderentity, such Grantor hereby consents to the extent required by the applicable Organization Documents to the pledge by each other Grantor, pursuant to the terms hereof, of the Pledged Interests in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the extent permitted under applicable Law, to the transfer of such Pledged Interests to the Agent or its nominee and to the substitution of the Agent or its nominee as a substituted partner or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner or a limited partner or member, as the case may be.
Appears in 2 contracts
Samples: Security Agreement (Kirkland's, Inc), Security Agreement (Kirkland's, Inc)
Certain Agreements of Grantors As Issuers and Holders of Equity Interests. (ia) In the case of each Grantor which is an issuer of Securities Collateral, such Grantor agrees to be bound by the terms of this Security Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it.
(iib) In the case of each Grantor which is a partner partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity that is an issuer of Equity Interests pledged hereunderentity, such Grantor hereby consents to the extent required by the applicable Organization Documents Organizational Document to the pledge by each other Grantor, pursuant to the terms hereof, of the Pledged Interests Securities in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Interests Securities to the Agent or its nominee and to the substitution of the Agent or its nominee as a substituted partner partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner or a partner, limited partner partner, shareholder or member, as the case may be.
Appears in 1 contract
Samples: Guaranty and Security Agreement (Archipelago Learning, Inc.)
Certain Agreements of Grantors As Issuers and Holders of Equity Interests. (i) In the case of each Grantor which is an issuer of Securities Collateral, such Grantor agrees to be bound by the terms of this Security Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it.
(ii) In the case of each Grantor which is a partner in a partnership, a member of a limited liability company company, or a parent or shareholder of any other entity that is an issuer of Equity Interests pledged hereunderentity, such Grantor hereby consents to the extent required by the applicable Organization Documents to the pledge by each other Grantor, pursuant to the terms hereof, of the Pledged Interests in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Interests to the Agent or its nominee and to the substitution of the Agent or its nominee as a substituted partner or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner or a limited partner or member, as the case may be.
Appears in 1 contract
Samples: Security Agreement (Five Below, Inc)
Certain Agreements of Grantors As Issuers and Holders of Equity Interests. (ia) In the case of each Grantor which is an issuer of Securities Pledged Collateral, such Grantor agrees to be bound by the terms of this Security Agreement relating to the Securities Pledged Collateral issued by it and will comply with such terms insofar as such terms are applicable to it.
(iib) In the case of each Grantor which is a partner partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity that is an issuer of Equity Interests pledged hereunderentity, such Grantor hereby consents to the extent required by the applicable Organization Documents organizational document to the pledge by each other Grantor, pursuant to the terms hereof, of the Pledged Interests Collateral in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of DefaultDefault and subject to the Intercreditor Agreement, to the transfer of such Pledged Interests Collateral to the Applicable Collateral Agent or its nominee and to the substitution of the Applicable Collateral Agent or its nominee as a substituted partner partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner or a partner, limited partner partner, shareholder or member, as the case may be.
Appears in 1 contract
Samples: Debt Guarantee and Collateral Agreement (Sears Holdings Corp)
Certain Agreements of Grantors As Issuers and Holders of Equity Interests. (i) In the case of each Grantor which is an issuer of Securities Collateral, such Grantor agrees to be bound by the terms of this Security Agreement relating to the Securities Collateral issued by it and will comply with such terms insofar as such terms are applicable to it.
(ii) In the case of each Grantor which is a partner in a partnership, limited liability company or other entity that is an issuer of Equity Interests pledged hereunder, such Grantor hereby consents to the extent required by the applicable Organization Documents to the pledge by each other Grantor, pursuant to the terms hereof, of the Pledged Interests in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of Default, to the transfer of such Pledged Interests to the Collateral Agent or its nominee and to the substitution of the Collateral Agent or its nominee as a substituted partner or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner or a limited partner or member, as the case may be.
Appears in 1 contract
Samples: Asset Based Revolving Credit Agreement (Albertsons Companies, Inc.)
Certain Agreements of Grantors As Issuers and Holders of Equity Interests. (ia) In the case of each Grantor which is an issuer of Securities Pledged Collateral, such Grantor agrees to be bound by the terms of this Security Agreement relating to the Securities Pledged Collateral issued by it and will comply with such terms insofar as such terms are applicable to it.
(iib) In the case of each Grantor which is a partner partner, shareholder or member, as the case may be, in a partnership, limited liability company or other entity that is an issuer of Equity Interests pledged hereunderentity, such Grantor hereby consents to the extent required by the applicable Organization Documents organizational document to the pledge by each other Grantor, pursuant to the terms hereof, of the Pledged Interests Collateral in such partnership, limited liability company or other entity and, upon the occurrence and during the continuance of an Event of DefaultDefault and subject to the Intercreditor Agreement, to the transfer of such Pledged Interests Collateral to the Control Co-Collateral Agent or its nominee and to the substitution of the Control Co-Collateral Agent or its nominee as a substituted partner partner, shareholder or member in such partnership, limited liability company or other entity with all the rights, powers and duties of a general partner or a partner, limited partner partner, shareholder or member, as the case may be.
Appears in 1 contract
Samples: Debt Guarantee and Collateral Agreement (Sears Holdings Corp)