CONSENT TO PLEDGES, ETC Sample Clauses

CONSENT TO PLEDGES, ETC. The Company hereby (a) acknowledges that the Lenders are making available the Financing in reliance upon, among other things, the execution, delivery and performance by the Company of the Services Agreement and this Consent, (b) irrevocably consents to the pledge by the Borrower of all its rights, title and interest in and to (but not its obligations, liabilities or duties with respect to) the Services Agreement as collateral for the Borrower's Obligations, and any subsequent pledge, transfer and/or assignment by either or both of the Collateral Agents, on behalf of the Secured Parties, in connection with the exercise by any Lender of its rights and remedies as a secured creditor, including, without limitation, the acquisition of all of the Borrower's rights under the Services Agreement in foreclosure or otherwise, or the development of the Project pending foreclosure through a receiver or otherwise, (c) acknowledges the right (but not obligation) of each of the Collateral Agents or their respective designees or any Third Party Transferee (as defined below), if the Borrower shall fail to make any payment required to be made or perform any act required to be performed by it under the Services Agreement, upon reasonable notice to the Company and without waiving or releasing any obligation or default, to at any time thereafter make such payment or perform such act for the account and at the expense of the Borrower, (d) acknowledges, subject to the provisions of Section 6 below, the right of each of the Collateral Agents or any Third Party Transferee (as defined below), following an Event of Default under the Common Agreement to make all demands, give all notices, take all actions and exercise all rights of the Borrower under the Services Agreement, including taking any action and exercising any right pursuant to the power of attorney granted by the Borrower in favor of the Onshore Collateral Agent pursuant to the Borrower Pledge Agreement, and (e) acknowledges and agrees, notwithstanding anything to the contrary contained in the Services Agreement, that none of the following shall constitute in and of itself, as between the Company and any Secured Party, a default by the Borrower under the Services Agreement or shall result in and of itself in a termination thereof: (i) the pledge of all of the Borrower's right, title and interest under the Services Agreement to each Collateral Agent, on behalf of the Secured Parties, (ii) the development, construction or ope...
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Related to CONSENT TO PLEDGES, ETC

  • Certain Pledges or Assignments Nothing herein shall prohibit any Lender from pledging or assigning any Note to any Federal Reserve Bank in accordance with Applicable Law.

  • Waivers by Pledgor Pledgor waives any right to require Pledgee to:

  • Negative Pledges, Etc Enter into any agreement subsequent to the Closing Date (other than a Loan Document) which (a) prohibits the creation or assumption of any Lien upon any of the Collateral, including, without limitation, any hereafter acquired property, (b) specifically prohibits the amendment or other modification of this Agreement or any other Loan Document, or (c) could reasonably be expected to have a Material Adverse Effect.

  • Prior Assignments; Pledges Except for the sale to the Assignee, the Assignor has not assigned or pledged any Mortgage Note or the related Mortgage or any interest or participation therein.

  • Certain Pledges Any Lender may at any time pledge or assign a security interest in all or any portion of its rights under this Agreement (including under its Note, if any) to secure obligations of such Lender, including any pledge or assignment to secure obligations to a Federal Reserve Bank; provided that no such pledge or assignment shall release such Lender from any of its obligations hereunder or substitute any such pledgee or assignee for such Lender as a party hereto.

  • Failure to Pledge Collateral In the event that the applicable Fund shall fail: (a) to pay, on behalf of the applicable Portfolio, the Overdraft Obligation described in such Written Notice; (b) to deliver to the Custodian a Pledge Certificate pursuant to Section 2; or (c) to identify substitute securities pursuant to Section 6 upon the sale or maturity of any securities identified as Collateral, the Custodian may, by Written Notice to the applicable Fund specify Collateral which shall secure the applicable Overdraft Obligation. Such Fund, on behalf of any applicable Portfolio, hereby pledges, assigns and grants to the Custodian a first priority security interest in any and all Collateral specified in such Written Notice; provided that such pledge, assignment and grant of security shall be deemed to be effective only upon receipt by the applicable Fund of such Written Notice.

  • Stock Pledge To evidence and perfect the Liens of Collateral Agent in the Subsidiary Stock, the Company and the Subsidiaries owning other Subsidiaries or Unrestricted Sub- sidiaries shall execute and deliver the Stock Pledge Agreement and will execute and deliver related undated stock powers ex- ecuted in blank by the Company and shall deliver all original certificates representing the Subsidiary Stock to Collateral Agent and will cause all issuers of Subsidiary Stock to execute and deliver pledge acknowledgments pursuant to the Stock Pledge Agreement.

  • Effect of Pledge on Certain Rights If any of the Collateral subject to this Agreement consists of nonvoting equity or ownership interests (regardless of class, designation, preference or rights) that may be converted into voting equity or ownership interests upon the occurrence of certain events (including, without limitation, upon the transfer of all or any of the other stock or assets of the issuer), it is agreed that the pledge of such equity or ownership interests pursuant to this Agreement or the enforcement of any of Agent’s rights hereunder shall not be deemed to be the type of event which would trigger such conversion rights notwithstanding any provisions in the Organizational Documents or agreements to which any Debtor is subject or to which any Debtor is party.

  • No Pledge This Agreement shall not be deemed to represent a pledge of any interest in the Mortgage Loan by the Noteholders. Except as otherwise provided in this Agreement and the Servicing Agreement, no Non-Lead Noteholder shall have any interest in any property taken as security for the Mortgage Loan, provided, however, that if any such property or the proceeds of any sale, lease or other disposition thereof shall be received, then each Non-Lead Noteholder shall be entitled to receive its share of such application in accordance with the terms of this Agreement and/or the Servicing Agreement.

  • Limitations on Negative Pledges Enter into, incur or permit to exist, or permit any Subsidiary to enter into, incur or permit to exist, directly or indirectly, any agreement, instrument, deed, lease or other arrangement that prohibits, restricts or imposes any condition upon the ability of any Loan Party or any Subsidiary of any Loan Party to create, incur or permit to exist any Lien upon any of its property or revenues, whether now owned or hereafter acquired, or that requires the grant of any security for an obligation if security is granted for another obligation, except the following: (i) this Agreement and the other Loan Documents, (ii) restrictions or conditions imposed by any agreement relating to secured Indebtedness permitted by Section 7.02(b) of this Agreement if such restrictions or conditions apply only to the property or assets securing such Indebtedness, (iii) any customary restrictions and conditions contained in agreements relating to the sale or other disposition of assets or of a Subsidiary pending such sale or other disposition; provided that such restrictions and conditions apply only to the assets or Subsidiary to be sold or disposed of and such sale or disposition is permitted hereunder, and (iv) customary provisions in leases restricting the assignment or sublet thereof.

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