Common use of Delivery of the Pledged Collateral Clause in Contracts

Delivery of the Pledged Collateral. (a) The Agent shall hold the Pledged Shares for the benefit of the Pledgees, together with undated stock powers executed in blank, signature guaranteed suitable for transfer, and Pledgor further agrees to execute such other documents and to take such other actions as the Agent or any Pledgee deems reasonably necessary or desirable to create and perfect the security interests intended to be created hereunder, to effect the foregoing and to permit the Agent and/or any Pledgee to exercise any of their rights and remedies hereunder. (b) If Pledgor shall receive, by virtue of its being or having been an owner of any Pledged Collateral, any (i) stock certificate (including, without limitation, any certificate representing a stock dividend or distribution in connection with any increase or reduction of capital, reclassification, merger, consolidation, sale of assets, combination of shares, stock split, spin-off or split-off), promissory note or other instrument, (ii) option or right, whether as an addition to, substitution for, or in exchange for, any Pledged Collateral, or otherwise, (iii) dividends or interest payable in cash or in securities or other property, (iv) dividends, interest and other distributions paid or payable other than in cash in respect of, and instruments and other property received, receivable or otherwise distributed in respect of or in exchange for, any Pledged Collateral, (v) dividends or other distributions in connection with a partial or total liquidation or dissolution or in connection with a reduction of capital, capital surplus or paid-in surplus, or (vi) cash paid, payable or otherwise distributed in redemption of, or in exchange for, any Pledged Collateral, such stock certificate, promissory note, instrument, option, right, property, payment or distribution constituting Pledged Collateral shall be, and shall forthwith be delivered to the Agent for the benefit of the Pledgees to hold as, Pledged Collateral and shall be received in trust for the benefit of the Pledgees, shall be segregated from Pledgor’s other property and shall be delivered forthwith to Agent in the exact form received, with any necessary endorsement and/or appropriate stock powers duly executed in blank, to be held by the Agent for the benefit of the Pledgees as Pledged Collateral and as further collateral security for the Obligations.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Accentia Biopharmaceuticals Inc), Pledge Agreement (Accentia Biopharmaceuticals Inc)

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Delivery of the Pledged Collateral. (a) The Agent shall hold the Pledged Shares for the benefit of the Pledgees, together with undated stock powers executed in blank, signature medallion guaranteed by an eligible institution and suitable for transfer, and Pledgor further agrees to execute such other documents and to take such other actions as the Agent or any Pledgee deems reasonably necessary or desirable to create and perfect the security interests intended to be created hereunder, to effect the foregoing and to permit the Agent and/or any Pledgee to exercise any of their rights and remedies hereunder. (b) If Pledgor shall receive, by virtue of its being or having been an owner of any Pledged Collateral, any (i) stock certificate (including, without limitation, any certificate representing a stock dividend or distribution in connection with any increase or reduction of capital, reclassification, merger, consolidation, sale of assets, combination of shares, stock split, spin-off or split-off), promissory note or other instrument, (ii) option or right, whether as an addition to, substitution for, or in exchange for, any Pledged Collateral, or otherwise, (iii) dividends or interest payable in cash or in securities or other property, (iv) dividends, interest and other distributions paid or payable other than in cash in respect of, and instruments and other property received, receivable or otherwise distributed in respect of or in exchange for, any Pledged Collateral, (v) dividends or other distributions in connection with a partial or total liquidation or dissolution or in connection with a reduction of capital, capital surplus or paid-in surplus, or (vi) cash paid, payable or otherwise distributed in redemption of, or in exchange for, any Pledged Collateral, such stock certificate, promissory note, instrument, option, right, property, payment or distribution constituting Pledged Collateral shall be, and shall forthwith be delivered to the Agent for the benefit of the Pledgees to hold as, Pledged Collateral and shall be received in trust for the benefit of the Pledgees, shall be segregated from Pledgor’s other property and shall be delivered forthwith to Agent in the exact form received, with any necessary endorsement and/or appropriate stock powers duly executed in blank, to be held by the Agent for the benefit of the Pledgees as Pledged Collateral and as further collateral security for the Obligations.

Appears in 2 contracts

Samples: Pledge Agreement, Pledge Agreement (Accentia Biopharmaceuticals Inc)

Delivery of the Pledged Collateral. (a) The Agent shall hold All certificates currently representing the Pledged Shares for shall be delivered to the benefit Agent on or prior to the execution and delivery of this Pledge Agreement. All other certificates and instruments constituting Pledged Collateral from time to time or required to be pledged to the Agent by the Pledgor pursuant to the terms of this Pledge Agreement (the "ADDITIONAL COLLATERAL") shall be delivered to the Agent within five (5) days of receipt thereof by or on behalf of the Pledgees, together with undated stock powers Pledgor. All such certificates and instruments shall be held by or on behalf of the Agent pursuant hereto and shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, signature guaranteed suitable for transfer, all in form and Pledgor further agrees substance reasonably satisfactory to execute such other documents and to take such other actions as the Agent or any Pledgee deems reasonably necessary or desirable to create and perfect the security interests intended to be created hereunder, to effect the foregoing and to permit the Agent and/or any Pledgee to exercise any of their rights and remedies hereunderAgent. (b) If the Pledgor shall receive, by virtue of its the Pledgor's being or having been an owner of any Pledged Collateral, any (i) stock certificate (including, without limitation, any certificate representing a stock dividend or distribution in connection with any increase or reduction of capital, reclassification, merger, consolidation, sale of assets, combination of shares, stock split, spin-off or split-off), promissory note or other instrument, (ii) option or right, whether as an addition to, substitution for, or in exchange for, any Pledged Collateral, or otherwise, (iii) dividends or interest payable in cash (except such dividends permitted to be retained by the Pledgor pursuant to SECTION 7(A) hereof) or in securities or other property, property or (iv) dividends, interest and other distributions paid or payable other than in cash in respect of, and instruments and other property received, receivable or otherwise distributed in respect of or in exchange for, any Pledged Collateral, (v) dividends or other distributions in connection with a partial or total liquidation or dissolution or in connection with a reduction of capital, capital surplus or paid-in surplus, or (vi) cash paid, payable or otherwise distributed in redemption of, or in exchange for, any Pledged Collateral, the Pledgor shall receive such stock certificate, promissory note, instrument, option, right, property, payment or distribution constituting Pledged Collateral shall be, and shall forthwith be delivered to the Agent for the benefit of the Pledgees to hold as, Pledged Collateral and shall be received in trust for the benefit of the PledgeesAgent, shall be segregated segregate it from the Pledgor’s 's other property and shall be delivered deliver it forthwith to the Agent in the exact form received, with any necessary endorsement indorsement and/or appropriate stock powers duly executed in blank, to be held by the Agent for the benefit of the Pledgees as Pledged Collateral and as further collateral security for the Obligations.

Appears in 1 contract

Samples: Pledge and Security Agreement (DWG Acquisition Group L P)

Delivery of the Pledged Collateral. (a) The Agent Pledgee shall hold the Pledged Shares for the its benefit of the Pledgees, together with undated stock powers executed in blank, signature guaranteed suitable for transfer, and Pledgor further agrees to execute such other documents and to take such other actions as the Agent or any Pledgee deems reasonably necessary or desirable to create and perfect the security interests intended to be created hereunder, including, without limitation, duly executed undated stock powers endorsed in blank, with medallion guarantee(s), to effect the foregoing and to permit the Agent and/or any Pledgee to exercise any of their its rights and remedies hereunder. (b) If Pledgor shall receive, by virtue of its being or having been an owner of any Pledged Collateral, any (i) stock certificate (including, without limitation, any certificate representing a stock dividend or distribution in connection with any increase or reduction of capital, reclassification, merger, consolidation, sale of assets, combination of shares, stock split, spin-off or split-off), promissory note or other instrument, (ii) option or right, whether as an addition to, substitution for, or in exchange for, any Pledged Collateral, or otherwise, (iii) dividends or interest payable in cash or in securities or other property, (iv) dividends, interest and other distributions paid or payable other than in cash in respect of, and instruments and other property received, receivable or otherwise distributed in respect of or in exchange for, any Pledged Collateral, (v) dividends or other distributions in connection with a partial or total liquidation or dissolution or in connection with a reduction of capital, capital surplus or paid-in surplus, or (vi) cash paid, payable or otherwise distributed in redemption of, or in exchange for, any Pledged Collateral, such stock certificate, promissory note, instrument, option, right, property, payment or distribution constituting Pledged Collateral shall be, and shall forthwith be delivered to the Agent for the benefit of the Pledgees Pledgee to hold as, Pledged Collateral and shall be received in trust for the benefit of the PledgeesPledgee, shall be segregated from Pledgor’s 's other property and shall be delivered forthwith to Agent Pledgee in the exact form received, with any necessary endorsement and/or appropriate stock powers duly executed in blank, to be held by the Agent for the benefit of the Pledgees Pledgee as Pledged Collateral and as further collateral security for the Obligations. (c) If an event occurs that entitles the Pledgee to exercise its rights under this Agreement and acquire the Pledged Shares, then Pledgee shall have the right to acquire such Pledged Collateral, at the sole election of the Pledgee, upon not less than 61 days’ prior notice to the Pledgor.

Appears in 1 contract

Samples: Pledge Agreement (Newmarkt Corp.)

Delivery of the Pledged Collateral. (a) The Agent shall hold All certificates representing the Pledged Shares Interests, if any, shall be delivered to Lender on or prior to the execution and delivery of this Security Agreement. All other certificates and instruments constituting Pledged Collateral from time to time shall be delivered to Lender promptly upon the receipt thereof by or on behalf of Pledgor, and until such delivery shall be held in trust for the benefit of the Pledgees, together with undated stock powers Lender. All such certificates and instruments shall be held by or on behalf of Lender pursuant hereto and shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, signature guaranteed suitable for transfer, all in form and Pledgor further agrees substance satisfactory to execute such other documents and to take such other actions as the Agent or any Pledgee deems reasonably necessary or desirable to create and perfect the security interests intended to be created hereunder, to effect the foregoing and to permit the Agent and/or any Pledgee to exercise any of their rights and remedies hereunderLender. (b) If Pledgor shall receive, by virtue of its being or having been an owner of any Pledged Collateral, any (i) stock membership interest certificate (including, without limitation, any certificate representing a stock dividend or distribution in connection with any increase or reduction of capital, reclassification, merger, consolidation, sale of assets, combination of sharesmembership interests, stock splitsplit membership interest, spin-off spinoff or split-off), promissory note or other instrument, ; (ii) option or right, whether as an addition to, substitution for, or in exchange for, any Pledged Collateral, or otherwise, ; (iii) dividends or interest distributions payable in cash (except as otherwise set forth in Section 6 hereof) or in securities or other property, ; or (iv) dividends, interest and other distributions paid or payable other than in cash in respect of, and instruments and other property received, receivable or otherwise distributed in respect of or in exchange for, any Pledged Collateral, (v) dividends or other distributions in connection with a partial or total liquidation or dissolution or in connection with a reduction of capital, capital surplus or paid-in surplus, or (vi) cash paid, payable or otherwise distributed in redemption of, or in exchange for, any Pledged Collateral, Pledgor shall receive such stock membership interest certificate, promissory note, instrument, option, right, property, payment or distribution constituting Pledged Collateral shall be, and shall forthwith be delivered to the Agent for the benefit of the Pledgees to hold as, Pledged Collateral and shall be received in trust for the benefit of the PledgeesLender, shall be segregated segregate it from Pledgor’s other property and shall be delivered deliver it forthwith to Agent Lender in the exact form received, with any necessary endorsement and/or appropriate stock membership interest powers duly executed in blank, to be held by the Agent for the benefit of the Pledgees Lender as Pledged Collateral and as further collateral security for the Obligations. (c) If any of the Pledged Interests are not certificated, Pledgor shall, at Lender’s request, and at Pledgor’s expense, cause each such Pledged Interest to be certificated in accordance with all applicable laws and shall deliver the certificate(s) evidencing such Pledged Interests to Lender together with any necessary endorsement and/or membership interest powers duly executed in blank, to be held by Lender as Pledged Collateral and as further collateral security for the Obligations.

Appears in 1 contract

Samples: Pledge and Security Agreement (Empire Petroleum Corp)

Delivery of the Pledged Collateral. (a) The Agent shall hold All certificates representing the Pledged Shares of Direct Insurance Company were delivered to the Agent on December 2, 1994, pursuant to the Loan Agreement of same date among Borrower, Pledgor, Agent, FTBNA, and others. All certificates representing the Pledged Shares of all other Subsidiaries were delivered to Agent prior to the date of execution and delivery of this Agreement. All other certificates and instruments constituting Pledged Collateral from time to time shall be delivered to the Agent promptly upon the receipt thereof by or on behalf of the Pledgor. Until such delivery to Agent such certificates and instruments shall be held in trust for the benefit of Agent. All such certificates and instruments shall be held by or on behalf of the Pledgees, together with undated stock powers Agent pursuant hereto and shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, signature guaranteed suitable for transfer, all in form and Pledgor further agrees substance satisfactory to execute such other documents and to take such other actions as the Agent or any Pledgee deems reasonably necessary or desirable to create and perfect the security interests intended to be created hereunder, to effect the foregoing and to permit the Agent and/or any Pledgee to exercise any of their rights and remedies hereunderAgent. (b) If the Pledgor shall receive, by virtue of its Pledgor being or having been an owner of any Pledged Collateral, any (i) stock certificate (including, without limitation, any certificate representing a stock dividend or distribution in connection with any increase or reduction of capital, reclassification, merger, consolidation, sale of assets, combination of shares, stock split, spin-off spinoff or split-off), promissory note or other instrument, ; (ii) option or right, whether as an addition to, substitution for, or in exchange for, any Pledged Collateral, or otherwise, ; (iii) dividends or interest payable in cash (except such dividends permitted to be retained by the Pledgor pursuant to Section 6 hereof) or in securities or other property, ; or (iv) dividends, interest and other distributions paid or payable other than in cash in respect of, and instruments and other property received, receivable or otherwise distributed in respect of or in exchange for, any Pledged Collateral, (v) dividends or other distributions in connection with a partial or total liquidation or dissolution or in connection with a reduction of capital, capital surplus or paid-in surplus, or (vi) cash paid, payable or otherwise distributed in redemption of, or in exchange for, any Pledged Collateral, the Pledgor shall receive such stock certificate, promissory note, instrument, option, right, property, payment or distribution constituting Pledged Collateral shall be, and shall forthwith be delivered to the Agent for the benefit of the Pledgees to hold as, Pledged Collateral and shall be received in trust for the benefit of the PledgeesAgent, shall be segregated segregate it from the Pledgor’s 's other property and shall be delivered deliver it forthwith to the Agent in the exact form received, with any necessary endorsement and/or appropriate stock powers duly executed in blank, to be held by the Agent for the benefit of the Pledgees as Pledged Collateral and as further collateral security for the Obligations.

Appears in 1 contract

Samples: Pledge and Security Agreement (Direct General Corp)

Delivery of the Pledged Collateral. (a) The Agent shall hold All certificates representing the Pledged Shares shall be delivered to the Lender on or prior to the date of the execution and delivery of this Agreement. All other certificates and instruments constituting Pledged Collateral from time to time shall be delivered to the Lender promptly upon the receipt thereof by or on behalf of the Pledgor, and until such delivery shall be held in trust for the benefit of the Pledgees, together with undated stock powers Lender. All such certificates and instruments shall be held by or on behalf of the Lender pursuant hereto and shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, signature guaranteed suitable for transfer, all in form and Pledgor further agrees substance satisfactory to execute such other documents and to take such other actions as the Agent or any Pledgee deems reasonably necessary or desirable to create and perfect the security interests intended to be created hereunder, to effect the foregoing and to permit the Agent and/or any Pledgee to exercise any of their rights and remedies hereunderLender. (b) If the Pledgor shall receive, by virtue of its being or having been an owner of any Pledged Collateral, any (i) stock certificate (including, without limitation, any certificate representing a stock dividend or distribution in connection with any increase or reduction of capital, reclassification, merger, consolidation, sale of assets, combination of shares, stock split, spin-off spinoff or split-off), promissory note or other instrument, ; (ii) option or right, whether as an addition to, substitution for, or in exchange for, any Pledged Collateral, or otherwise, ; (iii) dividends or interest payable in cash or in securities or other property, ; or (iv) dividends, interest and other distributions paid or payable other than in cash in respect of, and instruments and other property received, receivable or otherwise distributed in respect of or in exchange for, any Pledged Collateral, (v) dividends or other distributions in connection with a partial or total liquidation or dissolution or in connection with a reduction of capital, capital surplus or paid-in surplus, or (vi) cash paid, payable or otherwise distributed in redemption of, or in exchange for, any Pledged Collateral, the Pledgor shall receive such stock certificate, promissory note, instrument, option, right, property, payment or distribution constituting Pledged Collateral shall be, and shall forthwith be delivered to the Agent for the benefit of the Pledgees to hold as, Pledged Collateral and shall be received in trust for the benefit of the PledgeesLender, shall be segregated segregate it from the Pledgor’s other property and shall be delivered deliver it forthwith to Agent the Lender in the exact form received, with any necessary endorsement and/or appropriate stock powers duly executed in blank, to be held by the Agent for the benefit of the Pledgees Lender as Pledged Collateral and as further collateral security for the Obligations.

Appears in 1 contract

Samples: Stock Pledge Agreement (Surgivision Inc)

Delivery of the Pledged Collateral. (a) The Agent Pledgee shall hold the Pledged Shares for the its benefit of the Pledgees, together with undated stock powers executed in blank, signature guaranteed suitable for transfer, and Pledgor Xxxxxxx further agrees to execute such other documents and to take such other actions as the Agent or any Pledgee deems reasonably necessary or desirable to create and perfect the security interests intended to be created hereunder, including, without limitation, duly executed undated stock powers endorsed in blank, with medallion guarantee(s), to effect the foregoing and to permit the Agent and/or any Pledgee to exercise any of their its rights and remedies hereunder. (b) If Pledgor shall receive, by virtue of its being or having been an owner of any Pledged Collateral, any (i) stock certificate (including, without limitation, any certificate representing a stock dividend or distribution in connection with any increase or reduction of capital, reclassification, merger, consolidation, sale of assets, combination of shares, stock split, spin-off or split-off), promissory note or other instrument, (ii) option or right, whether as an addition to, substitution for, or in exchange for, any Pledged Collateral, or otherwise, (iii) dividends or interest payable in cash or in securities or other property, (iv) dividends, interest and other distributions paid or payable other than in cash in respect of, and instruments and other property received, receivable or otherwise distributed in respect of or in exchange for, any Pledged Collateral, (v) dividends or other distributions in connection with a partial or total liquidation or dissolution or in connection with a reduction of capital, capital surplus or paid-in surplus, or (vi) cash paid, payable or otherwise distributed in redemption of, or in exchange for, any Pledged Collateral, such stock certificate, promissory note, instrument, option, right, property, payment or distribution constituting Pledged Collateral shall be, and shall forthwith be delivered to the Agent for the benefit of the Pledgees Pledgee to hold as, Pledged Collateral and shall be received in trust for the benefit of the PledgeesPledgee, shall be segregated from Pledgor’s 's other property and shall be delivered forthwith to Agent Pledgee in the exact form received, with any necessary endorsement and/or appropriate stock powers duly executed in blank, to be held by the Agent for the benefit of the Pledgees Pledgee as Pledged Collateral and as further collateral security for the Obligations. (c) If an event occurs that entitles the Pledgee to exercise its rights under this Agreement and acquire the Pledged Shares, then Pledgee shall have the right to acquire such Pledged Collateral, at the sole election of the Pledgee, upon not less than 61 days’ prior notice to the Pledgor.

Appears in 1 contract

Samples: Pledge Agreement

Delivery of the Pledged Collateral. (a) The Agent shall hold All Certificates currently representing the Pledged Shares for shall be delivered to the benefit Lender on or prior to the execution and delivery of this Agreement. All other Certificates constituting Pledged Collateral from time to time shall be delivered to the Lender promptly upon the receipt thereof by or on behalf of the Pledgees, together with undated stock powers Pledgor. All such Certificates shall be held by or on behalf of the Lender pursuant hereto and shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, signature guaranteed suitable for transfer, all in form and Pledgor further agrees substance satisfactory to execute such other documents and to take such other actions as the Agent or any Pledgee deems reasonably necessary or desirable to create and perfect the security interests intended to be created hereunder, to effect the foregoing and to permit the Agent and/or any Pledgee to exercise any of their rights and remedies hereunderLender. (b) If the Pledgor shall receive, by virtue of its being or having been an owner of any Pledged Collateral, any (i) stock certificate (including, without limitation, any certificate representing a stock dividend or distribution in connection with any increase or reduction of capital, reclassification, merger, consolidation, sale of assets, combination of shares, stock split, spin-off or split-off), promissory note or other instrument, (ii) option or right, whether as an addition to, substitution for, or in exchange for, any Pledged Collateral, or otherwise, (iii) dividends or interest payable in cash (except such dividends permitted to be retained by the Pledgor pursuant to Section 7 hereof) or in securities or other property, property or (iv) dividends, interest and other distributions paid or payable other than in cash in respect of, and instruments and other property received, receivable or otherwise distributed in respect of or in exchange for, any Pledged Collateral, (v) dividends or other distributions in connection with a partial or total liquidation or dissolution or in connection with a reduction of capital, capital surplus or paid-in surplus, or (vi) cash paid, payable or otherwise distributed in redemption of, or in exchange for, any Pledged Collateral, the Pledgor shall receive such stock certificate, promissory note, instrument, option, right, property, payment or distribution constituting Pledged Collateral shall be, and shall forthwith be delivered to the Agent for the benefit of the Pledgees to hold as, Pledged Collateral and shall be received in trust for the benefit of the PledgeesLender, shall be segregated segregate it from the Pledgor’s 's other property and shall be delivered deliver it forthwith to Agent the Lender in the exact form received, with any necessary endorsement and/or appropriate stock powers duly executed in blank, to be held by the Agent for the benefit of the Pledgees Lender as Pledged Collateral and as further collateral security for the Obligations.

Appears in 1 contract

Samples: Pledge and Security Agreement (MTR Gaming Group Inc)

Delivery of the Pledged Collateral. (a) The Agent [ ] as collateral agent (the “Collateral Agent”) so long as it has an outstanding loan to the Company shall hold the Pledged Shares for the benefit of the Pledgees, together with undated stock powers executed in blank, signature guaranteed suitable for transfer, itself and Pledgees and Pledgor further agrees agree to execute such other documents and to take such other actions as the Collateral Agent or any Pledgee deems reasonably necessary or desirable to create and perfect the security interests intended to be created hereunder, including, without limitation, duly executed undated stock powers endorsed in blank, with medallion guarantee(s), to effect the foregoing and to permit the Agent and/or any Pledgee Pledgees to exercise any of their rights and remedies hereunder. (b) If Pledgor shall receive, by virtue of its being or having been an owner of any Pledged Collateral, any (i) stock certificate (including, without limitation, any certificate representing a stock dividend or distribution in connection with any increase or reduction of capital, reclassification, merger, consolidation, sale of assets, combination of shares, stock split, spin-off or split-off), promissory note or other instrument, (ii) option or right, whether as an addition to, substitution for, or in exchange for, any Pledged Collateral, or otherwise, (iii) dividends or interest payable in cash or in securities or other property, (iv) dividends, interest and other distributions paid or payable other than in cash in respect of, and instruments and other property received, receivable or otherwise distributed in respect of or in exchange for, any Pledged Collateral, (v) dividends or other distributions in connection with a partial or total liquidation or dissolution or in connection with a reduction of capital, capital surplus or paid-in surplus, or (vi) cash paid, payable or otherwise distributed in redemption of, or in exchange for, any Pledged Collateral, such stock certificate, promissory note, instrument, option, right, property, payment or distribution constituting Pledged Collateral shall be, and shall forthwith be delivered to the Collateral Agent for the benefit of the Pledgees to hold as, Pledged Collateral and shall be received in trust for the benefit of the Pledgees, shall be segregated from Pledgor’s other property and shall be delivered forthwith to Collateral Agent in the exact form received, with any necessary endorsement and/or appropriate stock powers duly executed in blank, to be held by the Collateral Agent for the benefit of the Pledgees as Pledged Collateral and as further collateral security for the Obligations.

Appears in 1 contract

Samples: Pledge Agreement (NightFood Holdings, Inc.)

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Delivery of the Pledged Collateral. (a) The Agent Trustee shall continue of hold the Pledged Shares in the name of the Trust for the benefit of the Pledgees, together with undated stock powers executed in blank, signature guaranteed suitable for transfer, and Pledgees pursuant to the Trust Agreement. The Pledgor further agrees to execute such other documents and to take such other actions as the Agent or any Pledgee deems reasonably necessary or desirable to create and perfect the security interests intended to be created hereunder, to effect the foregoing and to permit the Agent and/or any such Pledgee to exercise any of their its rights and remedies hereunder. (b) If the Pledgor shall receive, by virtue of its being or having been an owner of any Pledged Collateral, any (i) stock certificate (including, without limitation, any certificate representing a stock dividend or distribution in connection with any increase or reduction of capital, reclassification, merger, consolidation, sale of assets, combination of shares, stock split, spin-off or split-off), promissory note or other instrument, (ii) option or right, whether as an addition to, substitution for, or in exchange for, any Pledged Collateral, or otherwise, (iii) dividends or interest payable in cash or in securities or other property, (iv) dividends, interest and other distributions paid or payable other than in cash in respect of, and instruments and other property received, receivable or otherwise distributed in respect of or in exchange for, any Pledged Collateral, (v) dividends or other distributions in connection with a partial or total liquidation or dissolution or in connection with a reduction of capital, capital surplus or paid-in surplus, or (vi) cash paid, payable or otherwise distributed in redemption of, or in exchange for, any Pledged Collateral, such stock certificate, promissory note, instrument, option, right, property, payment or distribution constituting Pledged Collateral shall be, and shall forthwith be delivered to the Agent for the benefit of the Pledgees Trustee to hold as, Pledged Collateral and shall shall, if received by the Pledgor, be received in trust for the benefit of the Pledgees, shall be segregated from the Pledgor’s 's other property and shall be delivered forthwith to Agent the Trustee in the exact form received, with any necessary endorsement and/or appropriate stock powers duly executed in blank, to be held by the Agent for the benefit of the Pledgees Trustee as Pledged Collateral and as further collateral security for the Obligations.

Appears in 1 contract

Samples: Pledge Agreement (Applied Digital Solutions Inc)

Delivery of the Pledged Collateral. (a) The Agent Pledgees shall hold the Pledged Shares for the benefit of the PledgeesShares, together with undated stock powers executed in blank, signature guaranteed suitable for transfer, for their benefit and Pledgor further agrees to execute such other documents and to take such other actions as the Agent or any Pledgee deems Pledgees reasonably deem necessary or desirable to create and perfect the security interests intended to be created hereunder, to effect the foregoing and to permit the Agent and/or any Pledgee Pledgees to exercise any of their rights and remedies hereunder. (b) If Pledgor shall receive, by virtue of its being or having been an owner of any Pledged Collateral, any (i) stock certificate (including, without limitation, any certificate representing a stock dividend or distribution in connection with any increase or reduction of capital, reclassification, merger, consolidation, sale of assets, combination of shares, stock split, spin-off or split-off), promissory note or other instrument, (ii) option or right, whether as an addition to, substitution for, or in exchange for, any Pledged Collateral, or otherwise, (iii) dividends or interest payable in cash or in securities or other property, (iv) dividends, interest and other distributions paid or payable other than in cash in respect of, and instruments and other property received, receivable or otherwise distributed in respect of or in exchange for, any Pledged Collateral, (v) dividends or other distributions in connection with a partial or total liquidation or dissolution or in connection with a reduction of capital, capital surplus or paid-in surplus, or (vi) cash paid, payable or otherwise distributed in redemption of, or in exchange for, any Pledged Collateral, such stock certificate, promissory note, instrument, option, right, property, payment or distribution constituting Pledged Collateral shall be, and shall forthwith be delivered to the Agent for the benefit of the Pledgees to hold as, Pledged Collateral and shall be received in trust for the benefit of the Pledgees, shall be segregated from Pledgor’s other property and shall be delivered forthwith to Agent the Pledgees in the exact form received, with any necessary endorsement and/or appropriate stock powers duly executed in blank, to be held by the Agent for the benefit of the Pledgees as Pledged Collateral and as further collateral security for the Obligations.

Appears in 1 contract

Samples: Pledge and Security Agreement (Digital Angel Corp)

Delivery of the Pledged Collateral. (a) The Agent shall hold All certificates and instruments, if any, representing the Pledged Shares for Collateral shall be delivered to the benefit Secured Party or to its designated agent upon the execution and delivery of this Agreement. All other certificates and instruments constituting Pledged Collateral from time to time shall be delivered to the Secured Party or to its designated agent promptly upon the receipt thereof by or on behalf of the Pledgees, together with undated stock powers Pledgor. All such certificates and instruments shall be held by the Secured Party or its designated agent pursuant hereto and shall be delivered in suitable form for transfer by delivery or shall be accompanied by duly executed instruments of transfer or assignment in blank, signature guaranteed suitable for transfer, all in form and Pledgor further agrees to execute such other documents and to take such other actions as substance satisfactory in the Agent or any Pledgee deems reasonably necessary or desirable to create and perfect the security interests intended to be created hereunder, to effect the foregoing and to permit the Agent and/or any Pledgee to exercise any of their rights and remedies hereunderSecured Party. (b) If the Pledgor shall receive, by virtue of its being or having been an owner of any Pledged Collateral, any (i) stock certificate (including, without limitation, any certificate representing a stock dividend or distribution in connection with any increase or reduction of capital, reclassification, merger, consolidation, sale of assets, combination of shares, stock split, spin-off spinoff or split-off), promissory note or other instrument, ; (ii) option or right, whether as an addition to, substitution for, or in exchange for, any Pledged Collateral, or otherwise, ; (iii) dividends or interest distributions payable in cash (except such distributions permitted to be retained by the Pledgor pursuant to Section 7 hereof) or in securities or other property, ; or (iv) dividends, interest and other distributions paid or payable other than in cash in respect of, and instruments and other property received, receivable or otherwise distributed in respect of or in exchange for, any Pledged Collateral, (v) dividends or other distributions in connection with a partial or total liquidation or dissolution or in connection with a reduction of capitaldissolution, capital surplus or paid-in surplus, or (vi) cash paid, payable or otherwise distributed in redemption of, or in exchange for, any Pledged Collateral, Pledgor shall receive such stock certificate, promissory note, instrument, option, right, property, payment or distribution constituting Pledged Collateral shall bein trust, and shall forthwith be delivered to the Agent for the benefit of the Pledgees to hold as, Pledged Collateral and shall be received in trust for the benefit of the PledgeesSecured Party, shall be segregated segregate it from the Pledgor’s 's other property and shall be delivered deliver it forthwith to Agent the Secured Party or to its designated agent in the exact form received, with any necessary endorsement indorsement and/or appropriate stock powers duly executed in blank, to be held by the Agent for the benefit of the Pledgees Secured Party or its designated agent as Pledged Collateral and as further collateral security for the Obligations.

Appears in 1 contract

Samples: Security and Pledge Agreement (Polyphase Corp)

Delivery of the Pledged Collateral. (a) The Agent Pledgees as collateral agent (the “Collateral Agent”) so long as it has an outstanding loan to the Company shall hold the Pledged Shares for the benefit of the Pledgees, together with undated stock powers executed in blank, signature guaranteed suitable for transfer, itself and Pledgees and Pledgor further agrees agree to execute such other documents and to take such other actions as the Collateral Agent or any Pledgee deems reasonably necessary or desirable to create and perfect the security interests intended to be created hereunder, including, without limitation, duly executed undated stock powers endorsed in blank, with medallion guarantee(s), to effect the foregoing and to permit the Agent and/or any Pledgee Pledgees to exercise any of their rights and remedies hereunder. (b) If Pledgor shall receive, by virtue of its being or having been an owner of any Pledged Collateral, any (i) stock certificate (including, without limitation, any certificate representing a stock dividend or distribution in connection with any increase or reduction of capital, reclassification, merger, consolidation, sale of assets, combination of shares, stock split, spin-off or split-offoft), promissory note or other instrument, (ii) option or right, whether as an addition to, substitution for, or in exchange for, any Pledged Collateral, or otherwise, (iii) dividends or interest payable in cash or in securities or other property, (iv) dividends, interest and other distributions paid or payable other than in cash in respect of, and instruments and other property received, receivable or otherwise distributed in respect of or in exchange for, any Pledged Collateral, (v) dividends or other distributions in connection with a partial or total liquidation or dissolution or in connection with a reduction of capital, capital surplus or paid-in surplus, or (vi) cash paid, payable or otherwise distributed in redemption of, or in exchange for, any Pledged Collateral, such stock certificate, promissory note, instrument, option, right, property, payment or distribution constituting Pledged Collateral shall be, and shall forthwith be delivered to the Collateral Agent for the benefit of the Pledgees to hold as, Pledged Collateral and shall be received in trust for the benefit of the Pledgees, shall be segregated from Pledgor’s other property and shall be delivered forthwith to Collateral Agent in the exact form received, with any necessary endorsement and/or appropriate stock powers duly executed in blank, to be held by the Collateral Agent for the benefit of the Pledgees as Pledged Collateral and as further collateral security for the Obligations.

Appears in 1 contract

Samples: Pledge Agreement (NightFood Holdings, Inc.)

Delivery of the Pledged Collateral. (ai) The Agent shall hold All certificates currently representing the Pledged Shares for shall be delivered to the benefit Agent on or prior to the execution and delivery of this Agreement. All other certificates and instruments constituting Pledged Collateral from time to time required to be pledged to the Agent pursuant to the terms hereof (the "Additional Collateral") shall be delivered to the Agent promptly upon receipt thereof by or on behalf of the PledgeesPledgor. All such certificates and instruments shall be held by or on behalf of the Agent pursuant hereto and shall be delivered in suitable form for transfer by delivery, together with or shall be accompanied by duly executed instruments of transfer or assignment or undated stock powers executed in blank, signature guaranteed suitable for transferall in form and substance satisfactory to the Agent. If any Pledged Collateral consists of uncertificated securities, and unless the immediately following sentence is applicable thereto, the Pledgor further agrees to execute such other documents and to take such other actions as shall cause the Agent (or any Pledgee deems reasonably necessary its custodian, nominee or desirable other designee) to create and perfect become the security interests intended registered holder thereof, or cause each issuer of such securities to be created hereunder, to effect the foregoing and to permit agree that it will comply with instructions originated by the Agent and/or with respect to such securities without further consent by the Pledgor. If any Pledgee Pledged Collateral consists of security entitlements, the Pledgor shall transfer such security entitlements to exercise any of their rights and remedies hereunderthe Agent (or its custodian, nominee or other designee) or cause the applicable securities intermediary to agree that it will comply with entitlement orders by the Agent without further consent by the Pledgor. (b) If the Pledgor shall receive, by virtue of its the Pledgor's being or having been an owner of any Pledged Collateral, any (i) stock certificate (including, without limitation, any certificate representing a stock dividend or distribution in connection with any increase or reduction of capital, reclassification, merger, consolidation, sale of assets, combination of shares, stock split, spin-off or split-off), promissory note or other instrument, (ii) option or right, whether as an addition to, substitution for, or in exchange for, any Pledged Collateral, or otherwise, (iii) dividends or interest payable in cash (except such dividends permitted to be retained by the Pledgor pursuant to Section 7 hereof) or in securities or other property, property or (iv) dividends, interest and other distributions paid or payable other than in cash in respect of, and instruments and other property received, receivable or otherwise distributed in respect of or in exchange for, any Pledged Collateral, (v) dividends or other distributions in connection with a partial or total liquidation or dissolution or in connection with a reduction of capital, capital surplus or paid-in surplus, or (vi) cash paid, payable or otherwise distributed in redemption of, or in exchange for, any Pledged Collateral, the Pledgor shall receive such stock certificate, promissory note, instrument, option, right, property, payment or distribution constituting Pledged Collateral shall be, and shall forthwith be delivered to the Agent for the benefit of the Pledgees to hold as, Pledged Collateral and shall be received in trust for the benefit of the PledgeesAgent, shall be segregated segregate it from the Pledgor’s 's other property and shall be delivered deliver it forthwith to Agent the Agent, in the exact form received, with any necessary endorsement and/or appropriate stock powers duly executed in blank, to be held by the Agent for the benefit of the Pledgees as Pledged Collateral and as further collateral security for the Obligations.

Appears in 1 contract

Samples: Pledge Agreement (Anchor Glass Container Corp /New)

Delivery of the Pledged Collateral. (a) The Agent FirstFire Global Opportunities Fund LLC (the “Collateral Agent”) shall hold the Pledged Shares for the benefit of the Pledgees, together with undated stock powers executed in blank, signature guaranteed suitable for transfer, Pledgees and each Pledgor further agrees to execute such other documents and to take such other actions as the Collateral Agent or any Pledgee deems reasonably necessary or desirable to create and perfect the security interests intended to be created hereunder, including, without limitation, duly executed undated stock powers endorsed in blank, with medallion guarantee(s), to effect the foregoing and to permit the Agent and/or any Pledgee Pledgees to exercise any of their rights and remedies hereunder. (b) If any Pledgor shall receive, by virtue of its being or having been an owner of any Pledged Collateral, any (i) stock certificate (including, without limitation, any certificate representing a stock dividend or distribution in connection with any increase or reduction of capital, reclassification, merger, consolidation, sale of assets, combination of shares, stock split, spin-off or split-off), promissory note or other instrument, (ii) option or right, whether as an addition to, substitution for, or in exchange for, any Pledged Collateral, or otherwise, (iii) dividends or interest payable in cash or in securities or other property, (iv) dividends, interest and other distributions paid or payable other than in cash in respect of, and instruments and other property received, receivable or otherwise distributed in respect of or in exchange for, any Pledged Collateral, (v) dividends or other distributions in connection with a partial or total liquidation or dissolution or in connection with a reduction of capital, capital surplus or paid-in surplus, or (vi) cash paid, payable or otherwise distributed in redemption of, or in exchange for, any Pledged Collateral, such stock certificate, promissory note, instrument, option, right, property, payment or distribution constituting Pledged Collateral shall be, and shall forthwith be delivered to the Collateral Agent for the benefit of the Pledgees to hold as, Pledged Collateral and shall be received in trust for the benefit of the Pledgees, shall be segregated from Pledgor’s other property and shall be delivered forthwith to Collateral Agent in the exact form received, with any necessary endorsement and/or appropriate stock powers duly executed in blank, to be held by the Collateral Agent for the benefit of the Pledgees as Pledged Collateral and as further collateral security for the Obligations.

Appears in 1 contract

Samples: Securities Purchase Agreement (Quantumsphere, Inc.)

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