Delivery of Pledged Securities. (a) Simultaneously with the execution of this Agreement, each Pledgor shall deliver to the Escrow Agent, and the Escrow Agent shall hold in escrow pursuant to the terms of this Agreement, stock certificates, membership interest certificates or other certificated securities made out in favor of such Pledgor representing the Pledged Securities together with stock powers or membership interest powers duly executed in blank and with medallion bank guarantees or other instruments and documents as the Pledgee may reasonably request the (“Transfer Documents”).
(b) After the execution of this Agreement, promptly upon any Pledgor acquiring any Pledged Securities, and any original certificates or other instruments or documents representing such Pledged Securities, such Pledgor shall deliver or cause to be delivered to the Escrow Agent the Pledged Securities and related Transfer Documents.
(c) Each delivery of Pledged Securities shall be accompanied by a schedule describing the Pledged Securities theretofore and then being pledged hereunder, which schedule shall be attached hereto as Schedule II and made a part hereof. Each schedule so delivered shall supplement any prior schedules so delivered.
(d) If a Pledgor receives, or become entitled to receive any other property (whether by reclassification, readjustment, or other change in the capital structure of such Pledgor, or in any other manner), such additional or other property shall constitute Pledged Collateral, and such additional interest shall be recorded in the name of the Pledgee and delivered directly to the Escrow Agent to be held as Pledged Collateral. If, notwithstanding the foregoing, a Pledgor receives any distribution or other property which should have been paid or delivered directly to the Pledgee or which was paid to such Pledgor in violation of this Section 2, such Pledgor shall receive the distribution or property in trust for the benefit of the Pledgee, shall segregate such distribution or property form the other property or funds of such Pledgor, and deliver it immediately to the Escrow Agent in the form received (with any necessary endorsement).
(e) Such stock certificates, membership interest certificates, other property and Transfer Documents shall be held by the Escrow Agent until the satisfaction in full of all the Obligations.
Delivery of Pledged Securities. Upon the execution of this Pledge Agreement, the Pledgor shall deliver to the Company the certificates representing the Pledged Securities, together with duly executed forms of assignment sufficient to transfer title thereto to the Company. Upon the exercise of any Pledged Option, in lieu of delivering certificates to the Pledgor, the Company will retain the certificates and such certificates will be subject to this Pledge Agreement.
Delivery of Pledged Securities. The Pledgor confirms that he has previously delivered to the Company certificates representing the Initial Pledged Securities, together with duly executed forms of assignment sufficient to transfer title thereto to the Company. Upon the execution of this Agreement, the Pledgor shall deliver to the Company the certificates representing the Additional Pledged Securities, together with duly executed forms of assignment sufficient to transfer title thereto to the Company.
Delivery of Pledged Securities. All Pledged Instruments delivered to the Administrative Agent by any Pledgor pursuant hereto shall be endorsed to the order of the Administrative Agent, and accompanied by any required transfer tax stamps, all in form and substance satisfactory to the Administrative Agent. All certificates representing Pledged Stock or Pledged Interests (if any) delivered to the Administrative Agent by any Pledgor pursuant hereto shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, with signatures appropriately guaranteed, and accompanied by any required transfer tax stamps, all in form and substance satisfactory to the Administrative Agent.
Delivery of Pledged Securities. The certificates representing the Pledged Securities duly endorsed by the appropriate person in blank for transfer or accompanied by powers of attorney satisfactory to the Agent will forthwith be delivered to and remain in the custody of the Agent or its nominee. All Pledged Securities may, at the option of the Agent, be registered in the name of the Agent or its nominee. If the Agent so requests, the certificates representing the Pledged Securities will also be guaranteed by a Canadian chartered bank.
Delivery of Pledged Securities. All Pledged Instruments held by each Pledgor shall be delivered to the Collateral Agent by such Pledgor pursuant hereto indorsed to the order of the Collateral Agent, and accompanied by any required transfer tax stamps, all in form and substance satisfactory to the Collateral Agent. All certificates representing Pledged Stock delivered to the Collateral Agent by each Pledgor pursuant hereto shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, with signatures appropriately guaranteed, and accompanied by any required transfer tax stamps, all in form and substance satisfactory to the Collateral Agent.
Delivery of Pledged Securities. All Pledged Securities (other than any Pledged Stock) shall be delivered to the Agent by LTC pursuant hereto endorsed to the order of the Agent, and accompanied by any required transfer tax stamps, all in form and substance satisfactory to the Agent. All certificates representing Pledged Stock delivered to the Agent by LTC pursuant hereto shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, with signatures appropriately guaranteed, and accompanied by any required transfer tax stamps, all in form and substance satisfactory to the Agent.
Delivery of Pledged Securities. If at any time or from time to time after the date of this Agreement Debtor shall receive any Security required to be pledged hereunder, it shall promptly:
(a) deliver to Secured Party any certificate or other instrument evidencing each such Security, accompanied by control letters and stock powers or any other instruments of transfer or assignment duly executed in blank, to be held by Secured Party for the benefit of Lenders as collateral for the Secured Obligation in accordance with this agreement; and
(b) execute, deliver, file, and record any and all instruments, assignments, agreements, financing statements, and other documents necessary, to the extent determined by and in form and substance satisfactory to Secured Party in its reasonable judgment, to perfect or continue the perfection of a security interest in such stock for the benefit of Lenders.
Delivery of Pledged Securities. All certificates representing Pledged Stock delivered to the Agent by the Company pursuant hereto shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, and accompanied by any required transfer tax stamps, all in form and substance satisfactory to the Agent.
Delivery of Pledged Securities. Without further order of the Bankruptcy Court, all Pledged Notes shall be delivered within 20 days after the date of entry of the Interim Order of the Bankruptcy Court to the Collateral Agent by the Grantors pursuant hereto indorsed in blank, and accompanied by any required transfer tax stamps, all in form and substance satisfactory to the Collateral Agent in its reasonable judgment. All certificates representing Pledged Equity Interests shall be delivered within 20 days after the date of entry of the Interim Order of the Bankruptcy Court to the Collateral Agent by the Grantors pursuant hereto and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, with signatures appropriately guaranteed, if required, and accompanied by any required transfer tax stamps, all in form and substance satisfactory to the Collateral Agent in its reasonable judgment. Without further order of the Bankruptcy Court, all Pledged Securities held by Morgan Stanley Senior Funding, Inc. ("MSSF") under that Security Agreement dated as of July 23, 1999 (the "PRE-PETITION PLEDGE AGREEMENT"), shall be and shall be deemed, for purposes of the security interests granted under the Orders and hereunder, simultaneously to be held by MSSF in the order of priority specified in the Orders, as Agent hereunder and as agent under the Pre-Petition Pledge Agreement. Upon the occurrence and during the continuance of any Event of Default, the Collateral Agent shall have the right (for the ratable benefit of the Secured Parties), at any time in its discretion and without notice to the Grantors, to transfer to or to register in the name of the Collateral Agent or any of its nominees any or all of the Pledged Securities.
