Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in Debentures, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures are reregistered, such that the Collateral Agent becomes the registered Holder, all payments of principal or interest on such Debentures, together with any payments of principal or interest or cash distributions in respect of any other Pledged Securities received by the Collateral Agent that are properly payable hereunder, shall be paid by the Collateral Agent by wire transfer in same day funds: (i) In the case of (A) payment of interest with respect to the Pledged Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (ii) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term), as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate Units, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); (ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units to the accounts designated by them to the Collateral Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and (iii) In the case of payments of the principal of any Pledged Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures or, if applicable, the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term) that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent shall hold such Proceeds for the benefit of the Company as Collateral for the performance when due by such Holder of its obligations under the related Purchase Contracts.
Appears in 4 contracts
Sources: Pledge Agreement (Florida Power & Light Co), Pledge Agreement (Florida Power & Light Co), Pledge Agreement (Florida Power & Light Co)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesPreferred Securities, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Preferred Securities are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on the Stated Amount of or, if applicable, the appropriate Applicable Ownership Interest (as specified in clause (A) of the definition of such Debenturesterm) of the Treasury Portfolio, together with any payments of principal or interest or cash distributions on, the Pledged Preferred Securities or on the appropriate Applicable Ownership Interest (as specified in respect clause (B) of the definition of such term) of the Treasury Portfolio, as the case may be, and all payments of the principal of, or cash distributions on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest cash distributions with respect to the Pledged Preferred Securities or the appropriate Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iiB) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term)) of the Treasury Portfolio with respect to any Preferred Securities or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units Growth PRIDES to the accounts designated by them to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal Stated Amount of any Pledged Preferred Securities or the appropriate Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iA) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term) on account of any Preferred Security or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as applicable that, at the time of such payment, is a Pledged Preferred Security or the appropriate Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in of the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units a Growth PRIDES shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of Stated Amount or principal so received.
Appears in 4 contracts
Sources: Pledge Agreement (Cendant Corp), Pledge Agreement (Ingersoll Rand Co), Pledge Agreement (Cendant Capital V)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in Debentures, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on such Debentures, together with any payments of principal or interest or cash distributions in respect of any other Pledged Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest with respect to the Pledged Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (ii) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term), as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate Units, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units Units, to the accounts designated by them to the Collateral Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal of any Pledged Applicable Ownership Interests in Debentures or the principal of on the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures or, if applicable, the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term) in the Treasury Portfolio that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent shall hold such Proceeds for the benefit of the Company as Collateral for the performance when due by such Holder of its obligations under the related Purchase Contracts.
Appears in 3 contracts
Sources: Pledge Agreement (Nextera Energy Inc), Pledge Agreement (Nextera Energy Inc), Pledge Agreement (Nextera Energy Inc)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in Debentures, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on such Pledged Debentures, together with any payments of principal or interest or cash distributions in respect of any other Pledged Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest with respect to the Pledged Applicable Ownership Interests in Debentures or cash distributions on the appropriate Pledged Applicable Ownership Interests Interest in the Treasury Portfolio (as specified in clause (ii2) of the definition of the term “"Applicable Ownership Interest Interest" in the Treasury Portfolio”Purchase Contract Agreement), as the case may be, and (B) any payments of principal with respect to any Debentures or the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i1) of the definition of such term)) in the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate Units, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units to the accounts designated by them to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal of any Pledged Applicable Ownership Interests in Debentures or on the principal of the appropriate Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (i1) of the definition of the term “"Applicable Ownership Interest Interest") in the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures Debenture or, if applicable, the appropriate Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i1) of the definition of such term) in the Treasury Portfolio that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures Debenture or the Pledged Applicable Ownership Interests Interest in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in DebenturesDebenture, Pledged Applicable Ownership Interests Interest in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent shall hold such Proceeds for the benefit of the Company as Collateral for the performance when due by such Holder of its obligations under the related Purchase Contracts.
Appears in 2 contracts
Sources: Pledge Agreement (FPL Group Trust II), Pledge Agreement (FPL Group Capital Inc)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in Debentures, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on such Debentures, together with any payments of principal or interest or cash distributions in respect of any other Pledged Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest with respect to the Pledged Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (ii) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term), as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate Units, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units Units, to the accounts designated by them to the Collateral Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal of any Pledged Applicable Ownership Interests in Debentures or the principal of on the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures or, if applicable, the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term) in the Treasury Portfolio that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent shall hold such Proceeds for the benefit of the Company as Collateral for the performance when due by such Holder of its obligations under the related Purchase Contracts.
Appears in 2 contracts
Sources: Pledge Agreement (FPL Group Inc), Pledge Agreement (FPL Group Inc)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesTrust Preferred Securities or Pledged Treasury Consideration, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Trust Preferred Securities are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on such Debentures, together with any payments the Stated Amount of principal or interest or cash distributions in respect on the Pledged Trust Preferred Securities and all payments of the principal of, or cash distributions on, any other Pledged Securities Treasury Consideration or Pledged Treasury Securities, that are received by the Collateral Agent and that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest with respect to the Pledged Applicable Ownership Interests in Debentures or quarterly cash distributions on the Normal Units which include Pledged Applicable Ownership Interests in the Trust Preferred Securities or Pledged Treasury Portfolio (as specified in clause (ii) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, Consideration and (B) any payments of principal with respect to any Applicable Ownership Interest in Debentures Trust Preferred Securities or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term)Consideration, as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof4.3, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate the Normal Units, to the account designated by the Purchase Contract Agent for such purpose, no later than 10:00 a.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 9:00 a.m., New York City time, on a Business Day, then such payment shall be made no later than 9:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3, to the Holders of the Stripped Units to the accounts designated by them in writing for such purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 10:00 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units to the accounts designated by them to the Collateral Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal in respect of any Pledged Applicable Ownership Interests in Debentures Trust Preferred Securities, Pledged Treasury Consideration or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to be paid upon settlement of such Holder's obligations to purchase Common Stock under the Purchase Contract, to the Company on the Stock Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a4.5(a) or Section 4.6(b) hereof4.5(b), in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal the Stated Amount on account of any Applicable Ownership Interest in Debentures orTrust Preferred Security or principal of any Treasury Consideration, if as applicable, the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term) that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures Trust Preferred Security or the Pledged Applicable Ownership Interests in the Treasury PortfolioConsideration, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units a Stripped Unit shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of Stated Amount or principal so received.
Appears in 2 contracts
Sources: Pledge Agreement (Raytheon Co/), Pledge Agreement (Raytheon Co/)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests Debt Securities and is acting in Debenturessuch capacity, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Debt Securities are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal the Stated Amount, or cash interest on such Debentureson, together with any the Pledged Debt Securities, as the case may be, and all payments of the principal or interest of, or cash distributions in respect of on, any other Pledged Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of cash interest with respect to the Pledged Applicable Ownership Interests in Debentures Debt Securities or cash distributions on the Pledged appropriate Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (ii) ___________ of the definition of the term “Applicable Ownership Interest such term) in the Treasury Portfolio”), as the case may be, and (B) any payments of principal the Stated Amount with respect to any Debt Securities or the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) _____ of the definition of such term)) in the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Stripped Units to the accounts designated by them to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal Stated Amount of any Pledged Debt Securities or on the appropriate Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (i) ____ of the definition of the term “Applicable Ownership Interest such term) in the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal the Stated Amount on account of any Applicable Ownership Interest in Debentures Debt Security or, if applicable, the appropriate Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) _____ of the definition of such term) ), that, at the time of such payment, is a Pledged Debt Security or the appropriate Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units a Stripped Unit shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of Stated Amount or principal so received.
Appears in 2 contracts
Sources: Pledge Agreement (Dte Energy Co), Pledge Agreement (Dte Energy Co)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesDebt Securities, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Debt Securities are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on such DebenturesPledged Debt Securities, together with any payments of principal or interest or cash distributions in respect of any other Pledged Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(ia) In in the case of (A) payment of interest with respect to the Pledged Applicable Ownership Interests in Debentures Debt Securities or cash distributions on the appropriate Pledged Applicable Ownership Interests Interest in the a Treasury Portfolio (as specified in clause clauses (ii1)(ii), (1)(iii) or (2)(ii) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”Interest), as the case may be, and (B) any payments of principal with respect to any Debt Securities or the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause clauses (i1)(i) or (2)(i) of the definition of such term)) in a Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate Units, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(iib) In in the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units to the accounts designated by them in writing to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iiic) In in the case of payments of the principal of any Pledged Applicable Ownership Interests in Debentures Debt Securities or on the principal of the appropriate Pledged Applicable Ownership Interests Interest in the a Treasury Portfolio (as specified in clause clauses (i1)(i) or (2)(i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”Interest), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures Debt Security or, if applicable, the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause clauses (i1)(i) or (2)(i) of the definition of such term) in the appropriate Treasury Portfolio that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures Debt Security or the Pledged Applicable Ownership Interests Interest in the a Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in DebenturesDebt Security, Pledged Applicable Ownership Interests Interest in the a Treasury Portfolio, Portfolio or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent shall hold such Proceeds for the benefit of the Company as Collateral for the performance when due by such Holder of its obligations under the related Purchase Contracts.
Appears in 2 contracts
Sources: Pledge Agreement (Txu Corp /Tx/), Pledge Agreement (Txu Capital Iv)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesPreferred Securities, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Preferred Securities are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest (as specified in clause (A) of the definition of such Debenturesterm) of the Treasury Portfolio, together with any payments of principal or interest or cash distributions on, the Pledged Preferred Securities or on the appropriate Applicable Ownership Interest (as specified in respect clause (B) of the definition of such term) of the Treasury Portfolio, as the case may be, and all payments of the principal of, or cash distributions on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest cash distributions with respect to the Pledged Preferred Securities or the appropriate Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iiB) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term)) of the Treasury Portfolio with respect to any Preferred Securities or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units Growth PRIDES to the accounts designated by them to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal Stated Amount of any Pledged Preferred Securities or the appropriate Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iA) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term) on account of any Preferred Security or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as applicable, that, at the time of such payment, is a Pledged Preferred Security or the appropriate Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in of the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units a Growth PRIDES shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of Stated Amount or principal so received.
Appears in 2 contracts
Sources: Pledge Agreement (Lincoln National Corp), Pledge Agreement (Lincoln National Corp)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesDebt Securities, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Debt Securities are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on such DebenturesPledged Debt Securities, together with any payments of principal or interest or cash distributions in respect of any other Pledged Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest with respect to the Pledged Applicable Ownership Interests in Debentures Debt Securities or cash distributions on the Pledged appropriate Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (ii) ___________ of the definition of the term “Applicable Ownership Interest such term) in the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any Debt Securities or the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) _______ of the definition of such term)) in the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsType A Securities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units Type B Securities to the accounts designated by them to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal of any Pledged Debt Securities or on the appropriate Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (i) ________ of the definition of the term “Applicable Ownership Interest such term) in the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of the principal on account of any Applicable Ownership Interest in Debentures Debt Security or, if applicable, the appropriate Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) _________ of the definition of such term) that, at the time of such payment, is a Pledged Debt Security or the appropriate Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units a Type B Securities shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such HolderHolder shall, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Debt Security, appropriate Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests Interest in the Treasury PortfolioPortfolio so pledged, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent shall hold such Proceeds for the benefit of the Company as Collateral Security for the performance Performance when due by such Holder of its obligations under the related Purchase Contracts.
Appears in 2 contracts
Sources: Pledge Agreement (Txu Capital Iv), Pledge Agreement (Oneok Inc /New/)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesSenior Notes, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Senior Notes are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal on the Pledged Senior Notes or, if applicable, the appropriate Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio, or interest payments on the Pledged Senior Notes or on the appropriate Applicable Ownership Interest (as specified in clause (B) of the definition of such Debenturesterm) of the Treasury Portfolio, together with any as the case may be, and all payments of the principal or interest of, or cash distributions in respect of on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In in the case of (A) payment of interest payments with respect to the Pledged Senior Notes or the appropriate Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iiB) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any or, if applicable, the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term)) of the Treasury Portfolio with respect to any Senior Notes or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.1 or 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account accounts designated by the Purchase Contract Agent them in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In in the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.2 or 4.3 hereof, to the Holders of the Treasury Units Units, to the accounts designated by them to the Collateral Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In in the case of payments of the principal Proceeds of any Pledged Senior Notes or the appropriate Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iA) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, or the principal Proceeds of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date to the extent of the Purchase Price in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase ContractsContracts and, to the extent such Proceeds exceed the Purchase Price, to the Purchase Contract Agent for the benefit of the Holders. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of the principal on account amount of any Applicable Ownership Interest in Debentures the Senior Note or, if applicable, the appropriate Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term) on account of any Pledged Senior Note or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as applicable, that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or subject to the Pledged Applicable Ownership Interests in the Treasury PortfolioPledge, as the case may be, or the Purchase Contract Agent or a Holder of a Treasury Units Unit shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of principal so received.
Appears in 2 contracts
Sources: Pledge Agreement (Duke Energy Corp), Pledge Agreement (Duke Energy Corp)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in Debentures, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on such Debentures, together with any payments of principal or interest or cash distributions in respect of any other Pledged Securities received by the Collateral Agent that are properly payable hereunder, shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest with respect to the Pledged Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (ii) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term), as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate Units, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units to the accounts designated by them to the Collateral Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal of any Pledged Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures or, if applicable, the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term) that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent shall hold such Proceeds for the benefit of the Company as Collateral for the performance when due by such Holder of its obligations under the related Purchase Contracts.
Appears in 2 contracts
Sources: Pledge Agreement (Nextera Energy Inc), Pledge Agreement (Nextera Energy Inc)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in Debentures, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures are reregistered, such that the Collateral Agent becomes the registered Holder, all payments of principal or interest on such Debentures, together with any payments of principal or interest or cash distributions in respect of any other Pledged Securities received by the Collateral Agent that are properly payable hereunder, shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest with respect to the Pledged Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (ii) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term), as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate Units, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units to the accounts designated by them to the Collateral Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal of any Pledged Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures or, if applicable, the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term) that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent shall hold such Proceeds for the benefit of the Company as Collateral for the performance when due by such Holder of its obligations under the related Purchase Contracts.Contract
Appears in 2 contracts
Sources: Pledge Agreement (Florida Power & Light Co), Pledge Agreement (Nextera Energy Inc)
Distributions on Pledged Collateral. DB1/ 112040219.3 So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in Debentures, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures are reregistered, such that the Collateral Agent becomes the registered Holder, all payments of principal or interest on such Debentures, together with any payments of principal or interest or cash distributions in respect of any other Pledged Securities received by the Collateral Agent that are properly payable hereunder, shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest with respect to the Pledged Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (ii) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term), as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate Units, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units to the accounts designated by them to the Collateral Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal of any Pledged Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures or, if applicable, the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term) that, at the time of such payment, is a Pledged Applicable Ownership DB1/ 112040219.3 Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent shall hold such Proceeds for the benefit of the Company as Collateral for the performance when due by such Holder of its obligations under the related Purchase Contracts.
Appears in 1 contract
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests Preferred Shares and is acting in Debenturessuch capacity, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Preferred Shares are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal the Stated Amount, or interest on such Debenturescash dividends on, together with any the Pledged Preferred Shares, as the case may be, and all payments of the principal or interest of, or cash distributions in respect of on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest cash dividends with respect to the Pledged Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (ii) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, Preferred Shares and (B) any payments of principal the Stated Amount with respect to any Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term), as the case may be, Preferred Shares that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units Growth PRIDES to the accounts designated by them to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal Stated Amount of any Pledged Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, Preferred Shares or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal the Stated Amount on account of any Applicable Ownership Interest in Debentures orPreferred Share, if applicable, the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term) that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent Preferred Share or a Holder of Treasury Units a Growth PRIDES shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of Stated Amount or principal so received.
Appears in 1 contract
Sources: Pledge Agreement (Ace LTD)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in Debentures, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal on the Pledged Debentures or, if applicable, the appropriate Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio, or interest payments on the Pledged Debentures or on the appropriate Applicable Ownership Interest (as specified in clause (B) of the definition of such Debenturesterm) of the Treasury Portfolio, together with any as the case may be, and all payments of the principal or interest of, or cash distributions in respect of on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In in the case of (A) payment of interest payments with respect to the Pledged Debentures or the appropriate Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iiB) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any or, if applicable, the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term)) of the Treasury Portfolio with respect to any Debentures or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.1 or 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In in the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.2 or 4.3 hereof, to the Purchase Contract Agent, for the benefit of the Holders of the Treasury Units Units, to the accounts designated by them to the Collateral Purchase Contract Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In in the case of payments of the principal Proceeds of any Pledged Applicable Ownership Interests in Debentures or the principal of the Pledged appropriate Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iA) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, or the principal Proceeds of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date to the extent of the Purchase Price in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase ContractsContracts and, to the extent such Proceeds exceed the Purchase Price, to the Purchase Contract Agent for the benefit of the Holders. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of the principal on account amount of any Applicable Ownership Interest in Debentures the Debenture or, if applicable, the appropriate Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term) on account of any Pledged Debenture or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as applicable, that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or subject to the Pledged Applicable Ownership Interests in the Treasury PortfolioPledge, as the case may be, or the Purchase Contract Agent or a Holder of a Treasury Units Unit shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of principal so received.
Appears in 1 contract
Sources: Pledge Agreement (NRG Energy Inc)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesTrust Preferred Securities or Pledged Treasury Consideration, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Trust Preferred Securities are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on such Debentures, together with any payments the Stated Amount of principal or interest or cash distributions in respect on the Pledged Trust Preferred Securities and all payments of the principal of, or cash distributions on, any other Pledged Securities Treasury Consideration or Pledged Treasury Securities, that are received by the Collateral Agent and that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest with respect to the Pledged Applicable Ownership Interests in Debentures or quarterly cash distributions on the Normal Units which include Pledged Applicable Ownership Interests in the Trust Preferred Securities or Pledged Treasury Portfolio (as specified in clause (ii) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, Consideration and (B) any payments of principal with respect to any Applicable Ownership Interest in Debentures Trust Preferred Securities or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term)Consideration, as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof4.3, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate the Normal Units, to the account designated by the Purchase Contract Agent for such purpose, no later than 10:00 a.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 9:00 a.m., New York City time, on a Business Day, then such payment shall be made no later than 9:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3, to the Holders of the Stripped Units to the accounts designated by them in writing for such purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 10:00 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units to the accounts designated by them to the Collateral Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal in respect of any Pledged Applicable Ownership Interests in Debentures Trust Preferred Securities, Pledged Treasury Consideration or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to be paid upon settlement of such Holder's obligations to purchase Common Stock under the Company Purchase Contract, to TECO on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a4.5(a) or Section 4.6(b) hereof4.5(b), in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal the Stated Amount on account of any Applicable Ownership Interest in Debentures orTrust Preferred Security or principal of any Treasury Consideration, if as applicable, the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term) that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures Trust Preferred Security or the Pledged Applicable Ownership Interests in the Treasury PortfolioConsideration, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units a Stripped Unit shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of TECO (and promptly deliver the Company as Collateral same over to TECO) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of Stated Amount or principal so received.
Appears in 1 contract
Sources: Pledge Agreement (Teco Energy Inc)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in Debentures, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on such Pledged Debentures, together with any payments of principal or interest or cash distributions in respect of any other Pledged Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
: (i) In the case of (A) payment of interest with respect to the Pledged Applicable Ownership Interests in Debentures or cash distributions on the appropriate Pledged Applicable Ownership Interests Interest in the Treasury Portfolio (as specified in clause (ii2) of the definition of the term “"Applicable Ownership Interest Interest" in the Treasury Portfolio”Purchase Contract Agreement), as the case may be, and (B) any payments of principal with respect to any Debentures or the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i1) of the definition of such term)) in the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate Units, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units to the accounts designated by them to the Collateral Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units to the accounts designated by them to the Collateral Agent in writing for such purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and (iii) In the case of payments of the principal of any Pledged Applicable Ownership Interests in Debentures or on the principal of the appropriate Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (i1) of the definition of the term “"Applicable Ownership Interest Interest") in the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures Debenture or, if applicable, the appropriate Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i1) of the definition of such term) in the Treasury Portfolio that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures Debenture or the Pledged Applicable Ownership Interests Interest in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in DebenturesDebenture, Pledged Applicable Ownership Interests Interest in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent shall hold such Proceeds for the benefit of the Company as Collateral for the performance when due by such Holder of its obligations under the related Purchase Contracts. ARTICLE IV.
Appears in 1 contract
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesNotes, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Notes are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal on the Pledged Notes or, if applicable, the appropriate Applicable Ownership Interest (as specified in clause (i) of the definition of such term) of the Treasury Portfolio, or interest payments on the Pledged Notes or on the appropriate Applicable Ownership Interest (as specified in clause (ii) of the definition of such Debenturesterm) of the Treasury Portfolio, together with any as the case may be, and all payments of the principal or interest of, or cash distributions in respect of on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In in the case of (A) payment of interest payments with respect to the Pledged Notes or the appropriate Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (ii) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any or, if applicable, the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term)) of the Treasury Portfolio with respect to any Notes or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.1 or 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In in the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.2 or 4.3 hereof, to the Purchase Contract Agent, for the benefit of the Holders of the Treasury Units Units, to the accounts designated by them to the Collateral Purchase Contract Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In in the case of payments of the principal Proceeds of any Pledged Notes or the appropriate Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (i) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, or the principal Proceeds of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date to the extent of the Purchase Price in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase ContractsContracts and, to the extent such Proceeds exceed the Purchase Price, to the Purchase Contract Agent for the benefit of the Holders. All payments received by the Purchase Contract Agent as provided herein in this Articles III shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of the principal on account amount of any Applicable Ownership Interest in Debentures the Note or, if applicable, the appropriate Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term) on account of any Pledged Note or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as applicable, that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or subject to the Pledged Applicable Ownership Interests in the Treasury PortfolioPledge, as the case may be, or the Purchase Contract Agent or a Holder of a Treasury Units Unit shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of principal so received.
Appears in 1 contract
Sources: Pledge Agreement (Sprint Corp)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesTrust Preferred Securities, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Trust Preferred Securities are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest (as specified in clause (A) of the definition of such Debenturesterm) of the Treasury Portfolio, together with any payments of principal or interest or cash distributions on, the Pledged Trust Preferred Securities or on the appropriate Applicable Ownership Interest (as specified in respect clause (B) of the definition of such term) of the Treasury Portfolio, as the case may be, and all payments of the principal of, or cash distributions on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest cash distributions with respect to the Pledged Trust Preferred Securities or the appropriate Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iiB) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term)) of the Treasury Portfolio with respect to any Trust Preferred Securities or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units Growth PRIDES to the accounts designated by them to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal Stated Amount of any Pledged Trust Preferred Securities or the appropriate Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iA) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term) on account of any Trust Preferred Security or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as applicable, that, at the time of such payment, is a Pledged Trust Preferred Security or the appropriate Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in of the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units a Growth PRIDES shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of Stated Amount or principal so received.
Appears in 1 contract
Sources: Pledge Agreement (Semco Energy Inc)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesNotes, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Notes are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal on the Pledged Notes or, if applicable, the appropriate Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio, or interest payments on the Pledged Notes or on the appropriate Applicable Ownership Interest (as specified in clause (B) of the definition of such Debenturesterm) of the Treasury Portfolio, together with any as the case may be, and all payments of the principal or interest of, or cash distributions in respect of on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(ia) In in the case of (Ai) payment of interest payments with respect to the Pledged Notes or the appropriate Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iiB) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, and (Bii) any payments of principal with respect to any or, if applicable, the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term)) of the Treasury Portfolio with respect to any Notes or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.3 4.01 or 4.03 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(iib) In in the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 4.02 or 4.03 hereof, to the Purchase Contract Agent, for the benefit of the Holders of the Treasury Units Units, to the accounts designated by them to the Collateral Purchase Contract Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, PROVIDED that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iiic) In in the case of payments of the principal Proceeds of any Pledged Notes or the appropriate Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iA) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, or the principal Proceeds of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date to the extent of the Purchase Price in accordance with the procedure set forth in Section 4.6(a4.06(a) or Section 4.6(b4.06(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase ContractsContracts and, to the extent such Proceeds exceed the Purchase Price, to the Purchase Contract Agent for the benefit of the Holders. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of the principal on account amount of any Applicable Ownership Interest in Debentures the Note or, if applicable, the appropriate Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term) on account of any Pledged Note or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as applicable, that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or subject to the Pledged Applicable Ownership Interests in the Treasury PortfolioPledge, as the case may be, or the Purchase Contract Agent or a Holder of a Treasury Units Unit shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of principal so received.
Appears in 1 contract
Sources: Pledge Agreement (Kansas City Southern Industries Inc)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests Senior Notes and is acting in Debenturessuch capacity, it shall receive all payments thereon. If the Debentures underlying Pledged Senior Notes are issued in registered form (as defined in Section 8-102(a)(13) of the Pledged Applicable Ownership Interests in Debentures are Code) or thereafter reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal the Stated Amount, or interest on such Debenturespayments on, together with any the Pledged Senior Notes or, if applicable, the Pledged Portfolio Interests, as the case may be, and all payments of the principal or interest of, or cash distributions in respect of on, any other Pledged Treasury Securities or Pledged Portfolio Interests received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest payments with respect to the Pledged Applicable Ownership Interests in Debentures Senior Notes or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (ii) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”)Interests, as the case may be, and (B) any payments of the Stated Amount or, if applicable, the principal amount, with respect to any Applicable Ownership Interest in Debentures Senior Notes or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term)Interests, as the case may be, that have been released from the Pledge pursuant to Section 4.1 or Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.2 or Section 4.3 hereof, to the Purchase Contract Agent for the benefit of the Holders of the Treasury Units Growth PRIDES, to the accounts designated by them to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal Stated Amount of any Pledged Applicable Ownership Interests in Debentures Senior Notes or the principal of the any Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”)Interests, as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase ContractsContracts and, to the extent such Proceeds exceed the Purchase Price, to the Purchase Contract Agent for the benefit of the Holders. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal the Stated Amount on account of any Applicable Ownership Interest in Debentures Senior Note or, if applicable, the Applicable Ownership Interest in the Treasury any Portfolio (as specified in clause (i) of the definition of such term) Interest, that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent Senior Note or a Holder of Treasury Units a Growth PRIDES shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of Stated Amount or principal so received.
Appears in 1 contract
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesDebt Securities, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Debt Securities are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on such Debentureson, together with any payments of principal or interest or cash distributions in respect of any other Pledged Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest with respect to the Pledged Applicable Ownership Interests in Debentures Debt Securities or cash distributions on the Pledged appropriate Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iiA)(ii) or (B)(ii) of the definition of the term “Applicable Ownership Interest such term) in the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any Debt Securities or the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA)(i) or (B)(i) of the definition of such term), ) in the Treasury Portfolio as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units Growth PRIDES to the accounts designated by them to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal of any Pledged Debt Securities or on the appropriate Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iA)(i) or (B)(i) of the definition of the term “Applicable Ownership Interest such term) in the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the applicable Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the applicable portion of the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures Debt Security or, if applicable, the appropriate Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA)(i) or (B)(i) of the definition of such term) that, at the time of such payment, is a Pledged Debt Security or the appropriate Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units a Growth PRIDES shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of principal so received.
Appears in 1 contract
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesNotes, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Notes are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal on the Pledged Notes or, if applicable, the appropriate Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio, or interest payments on the Pledged Notes or on the appropriate Applicable Ownership Interest (as specified in clause (B) of the definition of such Debenturesterm) of the Treasury Portfolio, together with any as the case may be, and all payments of the principal or interest of, or cash distributions in respect of on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In in the case of (A) payment of interest payments with respect to the Pledged Notes or the appropriate Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iiB) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any or, if applicable, the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term)) of the Treasury Portfolio with respect to any Notes or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.1 or 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In in the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.2 or 4.3 hereof, to the Purchase Contract Agent, for the benefit of the Holders of the Treasury Units Growth PRIDES, to the accounts designated by them to the Collateral Purchase Contract Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In in the case of payments of the principal Proceeds of any Pledged Notes or the appropriate Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iA) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, or the principal Proceeds of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date to the extent of the Purchase Price in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase ContractsContracts and, to the extent such Proceeds exceed the Purchase Price, to the Purchase Contract Agent for the benefit of the Holders. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of the principal on account amount of any Applicable Ownership Interest in Debentures the Note or, if applicable, the appropriate Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term) on account of any Pledged Note or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as applicable, that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or subject to the Pledged Applicable Ownership Interests in the Treasury PortfolioPledge, as the case may be, or the Purchase Contract Agent or a Holder of a Treasury Units Unit shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of principal so received.
Appears in 1 contract
Sources: Pledge Agreement (Electronic Data Systems Corp /De/)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests Senior Notes and is acting in Debenturessuch capacity, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Senior Notes are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal the Stated Amount, or interest on such Debenturespayments on, together with any the Pledged Senior Notes or, if applicable, the appropriate Applicable Ownership Interest, as the case may be, and all payments of the principal or interest of, or cash distributions in respect of on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest payments with respect to the Pledged Applicable Ownership Interests in Debentures Senior Notes or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (ii) of the definition of the term “appropriate Applicable Ownership Interest in of the Treasury Portfolio”), as the case may be, and (B) any payments of principal the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest of the Treasury Portfolio with respect to any Senior Notes or the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in of the Treasury Portfolio (as specified in clause (i) of the definition of such term)Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units Growth PRIDES to the accounts designated by them to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal Stated Amount of any Pledged Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in Senior Notes or the Treasury Portfolio (as specified in clause (i) of the definition of the term “appropriate Applicable Ownership Interest in of the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal the Stated Amount on account of any Applicable Ownership Interest in Debentures or, Senior Note or if applicable, the appropriate Applicable Ownership Interest in on account of any Pledged Senior Notes or the appropriate Applicable Ownership Interest of the Treasury Portfolio (Portfolio, as specified in clause (i) of the definition of such term) applicable, that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent Senior Note or a Holder of Treasury Units a Growth PRIDES shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of Stated Amount or principal so received.
Appears in 1 contract
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesNotes, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Notes are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal on the Pledged Notes or, if applicable, the appropriate Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio, or interest payments on the Pledged Notes or on the appropriate Applicable Ownership Interest (as specified in clause (B) of the definition of such Debenturesterm) of the Treasury Portfolio, together with any as the case may be, and all payments of the principal or interest of, or cash distributions in respect of on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In in the case of (A) payment of interest payments with respect to the Pledged Notes or the appropriate Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iiB) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any or, if applicable, the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term)) of the Treasury Portfolio with respect to any Notes or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.1 or 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In in the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.2 or 4.3 hereof, to the Purchase Contract Agent, for the benefit of the Holders of the Treasury Units Growth PRIDES, to the accounts designated by them to the Collateral Purchase Contract Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In in the case of payments of the principal Proceeds of any Pledged Notes or the appropriate Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iA) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, or the principal Proceeds of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date to the extent of the Purchase Price in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase ContractsContracts and, to the extent such Proceeds exceed the Purchase Price, to the Purchase Contract Agent for the benefit of the Holders. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of the principal on account amount of any Applicable Ownership Interest in Debentures the Note or, if applicable, the appropriate Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term) on account of any Pledged Note or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as applicable, that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or subject to the Pledged Applicable Ownership Interests in the Treasury PortfolioPledge, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units a Growth PRIDES shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of principal so received.
Appears in 1 contract
Sources: Pledge Agreement (Electronic Data Systems Corp /De/)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in Debentures, Preferred Securities it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Preferred Securities are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on such Debenturesthe Stated Amount of, together with any payments of principal or interest or cash distributions in respect on, any Pledged Preferred Securities and all payments of the principal of, or cash distributions on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
: (i) In the case of (A) payment of interest cash distributions with respect to the Pledged Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (ii) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, Preferred Securities and (B) any payments of principal the Stated Amount with respect to any Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term), as the case may be, Preferred Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units to the accounts designated by them to the Collateral Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iiiii) In the case of any principal payments of with respect to any Treasury Securities that have been released from the principal of any Pledged Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury SecuritiesPledge pursuant to Section 4.3 hereof, to the Company Holders of the related Growth PRIDES to the accounts designated by them in writing for such purpose no later than 2:00 p.m., New York City time, on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments Business Day such payment is received by the Purchase Contract Collateral Agent as (provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures or, if applicable, the Applicable Ownership Interest that in the Treasury Portfolio (as specified in clause (i) of the definition of such term) that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of event such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and the Collateral Agent shall hold such Proceeds for the benefit of the Company as Collateral for the performance when due by such Holder of its obligations under the related Purchase Contracts.10
Appears in 1 contract
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in Debentures, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures are reregistered, such that the Collateral Agent becomes the registered Holder, all payments of principal or interest on such Debentures, together with any payments of principal or interest or cash distributions in respect of any other Pledged Securities received by the Collateral Agent that are properly payable hereunder, shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest with respect to the Pledged Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (ii) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term), as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate Units, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units to the accounts designated by them to the Collateral Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal of any Pledged Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures or, if applicable, the Applicable Ownership Interest in the Treasury DB1/ 151940842.4 Portfolio (as specified in clause (i) of the definition of such term) that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent shall hold such Proceeds for the benefit of the Company as Collateral for the performance when due by such Holder of its obligations under the related Purchase Contracts.
Appears in 1 contract
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesDebt Securities, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Debt Securities are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio, or interest on such Debentures, together with any payments of interest on, the Pledged Debt Securities or distributions on the appropriate Applicable Ownership Interest (as specified in clause (B) of the definition of such term) of the Treasury Portfolio, as the case may be, and all payments of the principal or interest of, or cash distributions in respect of on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest with respect to the Pledged Applicable Ownership Interests in Debentures Debt Securities or cash distributions on the Pledged appropriate Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iiB) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term)) of the Treasury Portfolio with respect to any Debt Securities or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City ________________ time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City _____________________ time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City ________________ time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units Type B Securities to the accounts designated by them to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City ___________________ time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City ___________________ time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal of any Pledged Debt Securities or the Stated Amount of the appropriate Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iA) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term) on account of any Debt Security or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as applicable that, at the time of such payment, is a Pledged Debt Security or the appropriate Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in of the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units a Type B Securities shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of Stated Amount or principal so received.
Appears in 1 contract
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in Debentures, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures are reregistered, such that the Collateral Agent becomes the registered Holder, all payments of principal or interest on such Debentures, together with any payments of principal or interest or cash distributions in respect of any other Pledged Securities received by the Collateral Agent that are properly payable hereunder, shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest with respect to the Pledged Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (ii) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term), as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate Units, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units to the accounts designated by them to the Collateral Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal of any Pledged Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. DB1/ 132090770.6 All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures or, if applicable, the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term) that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent shall hold such Proceeds for the benefit of the Company as Collateral for the performance when due by such Holder of its obligations under the related Purchase Contracts.
Appears in 1 contract
Distributions on Pledged Collateral. So long as the Forward Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesNotes, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Notes are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal on the Pledged Notes or, if applicable, the appropriate Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio, or interest payments on the Pledged Notes or on the appropriate Applicable Ownership Interest (as specified in clause (B) of the definition of such Debenturesterm) of the Treasury Portfolio, together with any as the case may be, and all payments of the principal or interest of, or cash distributions in respect of on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In in the case of (A) payment of interest payments with respect to the Pledged Notes or the appropriate Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iiB) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any or, if applicable, the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term)) of the Treasury Portfolio with respect to any Notes or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.1 or 4.3 hereof, to the Forward Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Forward Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In in the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.2 or 4.3 hereof, to the Forward Purchase Contract Agent, for the benefit of the Holders of the Treasury Units Stripped DECS, to the accounts designated by them to the Collateral Forward Purchase Contract Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In in the case of payments of the principal Proceeds of any Pledged Notes or the appropriate Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iA) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, or the principal Proceeds of any Pledged Treasury Securities, to the Company on the Forward Purchase Contract Settlement Date to the extent of the Purchase Price in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Forward Purchase ContractsContracts and, to the extent such Proceeds exceed the Purchase Price, to the Forward Purchase Contract Agent for the benefit of the Holders. All payments received by the Forward Purchase Contract Agent as provided herein shall be applied by the Forward Purchase Contract Agent pursuant to the provisions of the Forward Purchase Contract Agreement. If, notwithstanding the foregoing, the Forward Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of the principal on account amount of any Applicable Ownership Interest in Debentures the Notes or, if applicable, the appropriate Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term) on account of any Pledged Note or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as applicable, that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or subject to the Pledged Applicable Ownership Interests in the Treasury PortfolioPledge, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units a Stripped DECS shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Forward Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Forward Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of principal so received.
Appears in 1 contract
Sources: Pledge Agreement (Cendant Corp)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesDebt Securities, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Debt Securities are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on such DebenturesPledged Debt Securities, together with any payments of principal or interest or interest, cash distributions or other Proceeds in respect of any other Pledged Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(ia) In in the case of (A) payment of interest with respect to the Pledged Applicable Ownership Interests in Debentures Debt Securities or cash distributions on the Pledged Applicable Ownership Interests Interest in the a Treasury Portfolio (as specified in clauses (1)(ii) and (1)(iii) or clause (ii2)(ii) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”Interest), as the case may be, and (B) any payments of principal with respect to any Applicable Ownership Interest in Debentures Debt Securities or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause clauses (i1)(i) or (2)(i) of the definition of such term)) in a Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsIncome PRIDES, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); except that in the case of a payment of interest with respect to the Pledged Debt Securities on a Reset Date that is not otherwise a Payment Date, the Collateral Agent shall hold such interest amount in a non-interest bearing account and shall pay such interest amount to the Purchase Contract Agent with the next payment pursuant to this clause (a) on the next succeeding Payment Date or on such earlier date falling prior to the Record Date for such next succeeding Payment Date on which (1) Income PRIDES comprised of interest in such Debt Securities are transformed into Growth PRIDES pursuant to Section 3.13 of the Purchase Contract Agreement or (2) Income PRIDES comprised of interest in such Debt Securities are settled early pursuant to Section 5.9 of the Purchase Contract Agreement;
(iib) In in the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units Growth PRIDES to the accounts designated by them in writing to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iiic) In in the case of payments of the principal of any Pledged Applicable Ownership Interests in Debentures Debt Securities or the principal of on the Pledged Applicable Ownership Interests Interest in the a Treasury Portfolio (as specified in clause clauses (i1)(i) or (2)(i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”Interest), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding Notwithstanding the foregoing, if the Purchase Contract Agent or a Holder of Corporate Units Income PRIDES shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures Debt Security or, if applicable, the any Applicable Ownership Interest in the Treasury Portfolio (as specified in clause clauses (i1)(i) or (2)(i) of the definition of such term) in a Treasury Portfolio that, at the time of such payment, is a Pledged Debt Security or a Pledged Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the a Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units Growth PRIDES shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in DebenturesDebt Security, Pledged Applicable Ownership Interests Interest in the a Treasury Portfolio, Portfolio or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent shall hold such Proceeds for the benefit of the Company as Collateral for the performance when due by such Holder of its obligations under the related Purchase Contracts.
Appears in 1 contract
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesDebt Securities, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Debt Securities are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on such DebenturesPledged Debt Securities, together with any payments of principal or interest or cash distributions in respect of any other Pledged Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest with respect to the Pledged Applicable Ownership Interests in Debentures Debt Securities or cash distributions on the Pledged appropriate Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iiA)(ii) or (B)(ii) of the definition of the term “Applicable Ownership Interest such term) in the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any Debt Securities or the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA)(i) or (B)(i) of the definition of such term)) in the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsIncome PRIDES, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units Growth PRIDES to the accounts designated by them to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal of any Pledged Debt Securities or on the appropriate Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iA)(i) or (B)(i) of the definition of the term “Applicable Ownership Interest such term) in the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the applicable Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the applicable portion of the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures Debt Security or, if applicable, the appropriate Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA)(i) or (B)(i) of the definition of such term) that, at the time of such payment, is a Pledged Debt Security or the appropriate Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units a Growth PRIDES shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Debt Security, appropriate Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests Interest in the Treasury PortfolioPortfolio so pledged, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent shall hold such Proceeds for the benefit of the Company as Collateral Security for the performance when due by such Holder of its obligations under the related Purchase Contracts.
Appears in 1 contract
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in Debentures, Preferred Securities it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Preferred Securities are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on such Debenturesthe 10 15 Stated Amount of, together with any payments of principal or interest or cash distributions in respect on, any Pledged Preferred Securities and all payments of the principal of, or cash distributions on, any other Pledged Treasury Securities received by the Collateral Agent and that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest cash distributions with respect to the Pledged Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (ii) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, Preferred Securities and (B) any payments of principal the Stated Amount with respect to any Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term), as the case may be, Preferred Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units Growth PRIDES to the accounts designated by them to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal Stated Amount of any Pledged Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, Preferred Securities or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement relevant Payment Date in accordance with the procedure set forth in Section 4.6(a6.2(a) or Section 4.6(b6.2(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal the Stated Amount on account of any Applicable Ownership Interest in Debentures or, if applicable, the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term) Preferred Security that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent Preferred Security or a Holder of Treasury Units a Growth PRIDES shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of Stated Amount or principal so received.
Appears in 1 contract
Sources: Pledge Agreement (American Heritage Life Investment Corp)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesDebt Securities, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Debt Securities are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on such DebenturesPledged Debt Securities, together with any payments of principal or interest or cash distributions in respect of any other Pledged Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(ia) In in the case of (A) payment of interest with respect to the Pledged Applicable Ownership Interests in Debentures Debt Securities or cash distributions on the appropriate Pledged Applicable Ownership Interests Interest in the a Treasury Portfolio (as specified in clause clauses (ii1)(ii), (1)(iii) or (2)(ii) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”Interest), as the case may be, and (B) any payments of principal with respect to any Debt Securities or the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause clauses (i1)(i) or (2)(i) of the definition of such term)) in a Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsIncome PRIDES, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(iib) In in the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units Growth PRIDES to the accounts designated by them in writing to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iiic) In in the case of payments of the principal of any Pledged Applicable Ownership Interests in Debentures Debt Securities or on the principal of the appropriate Pledged Applicable Ownership Interests Interest in the a Treasury Portfolio (as specified in clause clauses (i1)(i) or (2)(i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”Interest), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units Income PRIDES shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures Debt Security or, if applicable, the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term) that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent shall hold such Proceeds for the benefit of the Company as Collateral for the performance when due by such Holder of its obligations under the related Purchase Contracts.the
Appears in 1 contract
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in Debentures, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal interest or, if applicable, the appropriate Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio, or interest payments on, the Pledged Debentures or on the appropriate Applicable Ownership Interest (as specified in clause (B) of the definition of such Debenturesterm) of the Treasury Portfolio, together with any as the case may be, and all payments of the principal or interest of, or cash distributions in respect of on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest payments with respect to the Pledged Debentures or the appropriate Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iiB) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term)) of the Treasury Portfolio with respect to any Debentures or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.1 or 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units to the accounts designated by them to the Collateral Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal of any Pledged Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures or, if applicable, the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term) that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent shall hold such Proceeds for the benefit of the Company as Collateral for the performance when due by such Holder of its obligations under the related Purchase Contracts.than
Appears in 1 contract
Sources: Pledge Agreement (Coastal Corp)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in Debentures, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on such Debentures, together with any payments of principal or interest or cash distributions in respect of any other Pledged Securities received by the Collateral Agent that are properly payable hereunder, shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest with respect to the Pledged Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (ii) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term), as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate Units, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units to the accounts designated by them to the Collateral Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal of any Pledged Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures or, if applicable, the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term) that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent shall hold such Proceeds for the benefit of the Company as Collateral for the performance when due by such Holder of its obligations under the related Purchase Contracts.Contract
Appears in 1 contract
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesTrust Preferred Securities, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Trust Preferred Securities are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest (as specified in clause (A) of the definition of such Debenturesterm) of the Treasury Portfolio, together with any payments of principal or interest or cash distributions on, the Pledged Trust Preferred Securities or on the appropriate Applicable Ownership Interest (as specified in respect clause (B) of the definition of such term) of the Treasury Portfolio, as the case may be, and all payments of the principal of, or cash distributions on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest cash distributions with respect to the Pledged Trust Preferred Securities or the appropriate Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iiB) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term), as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate Units, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units to the accounts designated by them to the Collateral Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal of any Pledged Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures or, if applicable, the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term) that, at of the time of such payment, is a Pledged Treasury Portfolio with respect to any Trust Preferred Securities or the appropriate Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent shall hold such Proceeds for the benefit of the Company as Collateral for the performance when due by such Holder of its obligations under the related Purchase Contracts.the
Appears in 1 contract
Sources: Pledge Agreement (PCHC Finance I)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in Debentures, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures are reregistered, such that the Collateral Agent becomes the registered Holder, all payments of principal or interest on such Debentures, together with any payments of principal or interest or cash distributions in respect of any other Pledged Securities received by the Collateral Agent that are properly payable hereunder, shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest with respect to the Pledged Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (ii) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term), as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate Units, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units to the accounts designated by them to the Collateral Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal of any Pledged Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures or, if applicable, the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term) that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent shall hold such Proceeds for the benefit of the Company as Collateral for the performance when due by such Holder of its obligations under the related Purchase Contracts.DB 1/ 148045215.3
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Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests Senior Notes and is acting in Debenturessuch capacity, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests Senior Notes are issued in Debentures are registered form (as defined in 8-102(a)(13)) or thereafter reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal the Stated Amount, or interest on such Debenturespayments on, together with any the Pledged Senior Notes or, if applicable, the Pledged Portfolio Interests, as the case may be, and all payments of the principal or interest of, or cash distributions in respect of on, any other Pledged Treasury Securities or Pledged Portfolio Interests received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest payments with respect to the Pledged Applicable Ownership Interests in Debentures Senior Notes or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (ii) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”)Interests, as the case may be, and (B) any payments of the Stated Amount or, if applicable, the principal amount, with respect to any Applicable Ownership Interest in Debentures Senior Notes or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term)Interests, as the case may be, that have been released from the Pledge pursuant to Section 4.1 or Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.2 or Section 4.3 hereof, to the Purchase Contract Agent for the benefit of the Holders of the Treasury Units Growth PRIDES, to the accounts designated by them to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal Stated Amount of any Pledged Applicable Ownership Interests in Debentures Senior Notes or the principal of the any Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”)Interests, as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase ContractsContracts and, to the extent such Proceeds exceed the Purchase Price, to the Purchase Contract Agent for the benefit of the Holders. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal the Stated Amount on account of any Applicable Ownership Interest in Debentures Senior Note or, if applicable, the Applicable Ownership Interest in the Treasury any Portfolio (as specified in clause (i) of the definition of such term) Interest, that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent Senior Note or a Holder of Treasury Units a Growth PRIDES shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of Stated Amount or principal so received.
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Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesCapital Securities, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Capital Securities are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest (as specified in clause (A) of the definition of such Debenturesterm) of the Treasury Portfolio, together with any payments of principal or interest or cash distributions on, the Pledged Capital Securities or on the appropriate Applicable Ownership Interest (as specified in respect clause (B) of the definition of such term) of the Treasury Portfolio, as the case may be, and all payments of the principal of, or cash distributions on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest cash distributions with respect to the Pledged Capital Securities or the appropriate Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iiB) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term)) of the Treasury Portfolio with respect to any Capital Securities or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units Growth PRIDES to the accounts designated by them to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal Stated Amount of any Pledged Capital Securities or the appropriate Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iA) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term) on account of any Capital Security or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as applicable, that, at the time of such payment, is a Pledged Capital Security or the appropriate Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in of the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units a Growth PRIDES shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of Stated Amount or principal so received.
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Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in Debentures, Preferred Securities it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Preferred Securities are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on such Debenturesthe Stated Amount of, together with any payments of principal or interest or cash distributions in respect on, any Pledged Preferred Securities and all payments of the principal of, or cash distributions on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest cash distributions with respect to the Pledged Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (ii) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, Preferred Securities and (B) any payments of principal the Stated Amount with respect to any Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term), as the case may be, Preferred Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units Growth PRIDES to the accounts designated by them to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal Stated Amount of any Pledged Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, Preferred Securities or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement relevant Payment Date in accordance with the procedure set forth in Section 4.6(a6.2(a) or Section 4.6(b6.2(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal the Stated Amount on account of any Applicable Ownership Interest in Debentures or, if applicable, the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term) Preferred Security that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent Preferred Security or a Holder of Treasury Units a Growth PRIDES shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder of its obligations under the related Purchase Contracts.obliga-
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Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesDebt Securities, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Debt Securities are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on such DebenturesPledged Debt Securities, together with any payments of principal or interest or cash distributions in respect of any other Pledged Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(ia) In the case of (A) payment of interest with respect to the Pledged Applicable Ownership Interests in Debentures Debt Securities or cash distributions on the appropriate Pledged Applicable Ownership Interests Interest in the a Treasury Portfolio (as specified in clause clauses (ii1)(ii), (2)(ii), (3)(A)(ii) or (3)(B)(ii) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”Purchase Contract Agreement), as the case may be, and (B) any payments of principal with respect to any Debt Securities or the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause clauses (i1)(i), (2)(i), (3)(A)(i) or (3)(B)(i) of the definition of such term)) in a Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate Units, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(iib) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units to the accounts designated by them to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iiic) In the case of payments of the principal of any Pledged Applicable Ownership Interests in Debentures Debt Securities or on the principal of the appropriate Pledged Applicable Ownership Interests Interest in the a Treasury Portfolio (as specified in clause clauses (i1)(i), (2)(i), (3)(A)(i) or (3)(B)(i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”Purchase Contract Agreement), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the applicable Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the applicable portion of the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures Debt Security or, if applicable, the appropriate Applicable Ownership Interest in the Treasury Portfolio (as specified in clause clauses (i1)(i), (2)(i), (3)(A)(i) or (3)(B)(i) of the definition of such term) that, at the time of such payment, is a Pledged Debt Security or a Pledged Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the a Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of a Treasury Units Unit shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in DebenturesDebt Security, Pledged Applicable Ownership Interests Interest in the a Treasury Portfolio, Portfolio or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent shall hold such Proceeds for the benefit of the Company as Collateral for the performance when due by such Holder of its obligations under the related Purchase Contracts.
Appears in 1 contract
Sources: Pledge Agreement (Txu Corp /Tx/)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesPreferred Shares, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Preferred Shares are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal the Stated Amount, or interest on such Debenturescash dividends on, together with any the Pledged Preferred Shares, as the case may be, and all payments of the principal or interest of, or cash distributions in respect of on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest cash dividends with respect to the Pledged Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (ii) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, Preferred Shares and (B) any payments of principal the Stated Amount with respect to any Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term), as the case may be, Preferred Shares that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units Growth PRIDES to the accounts designated by them to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal Stated Amount of any Pledged Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, Preferred Shares or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal the Stated Amount on account of any Applicable Ownership Interest in Debentures orPreferred Share, if applicable, the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term) that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent Preferred Share or a Holder of Treasury Units a Growth PRIDES shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of Stated Amount or principal so received.
Appears in 1 contract
Sources: Pledge Agreement (Ace LTD)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in Debentures, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on such Pledged Debentures, together with any payments of principal or interest or cash distributions in respect of any other Pledged Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest with respect to the Pledged Applicable Ownership Interests in Debentures or cash distributions on the appropriate Pledged Applicable Ownership Interests Interest in the Treasury Portfolio (as specified in clause (ii) of the definition ___________ of the term “Applicable Ownership Interest "_________" in the Treasury Portfolio”Purchase Contract Agreement), as the case may be, and (B) any payments of principal with respect to any Debentures or the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) _______ of the definition of such term)) in the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsType A Securities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units Type B Securities to the accounts designated by them to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal of any Pledged Applicable Ownership Interests in Debentures or on the principal of the appropriate Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (i) ________ of the definition of the term “Applicable Ownership Interest such term) in the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures Debenture or, if applicable, the appropriate Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) _________ of the definition of such term) in the Treasury Portfolio that, at the time of such payment, is a Pledged Debenture or the appropriate Pledged Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units Type B Securities shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in DebenturesDebenture, appropriate Pledged Applicable Ownership Interests Interest in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent shall hold such Proceeds for the benefit of the Company as Collateral for the performance when due by such Holder of its obligations under the related Purchase Contracts.
Appears in 1 contract
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in Debentures, Preferred Securities it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Preferred Securities are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on such Debenturesthe Stated Amount of, together with any payments of principal or interest or cash distributions in respect on, any Pledged Preferred Securities and all payments of the principal of, or cash distributions on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest cash distributions with respect to the Pledged Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (ii) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, Preferred Securities and (B) any payments of principal the Stated Amount with respect to any Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term), as the case may be, Preferred Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units related Growth PRIDES to the accounts designated by them to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m.10:30
a. m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal Stated Amount of any Pledged Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, Preferred Securities or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement relevant Payment Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal the Stated Amount on account of any Applicable Ownership Interest in Debentures or, if applicable, the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term) Preferred Security that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent Preferred Security or a Holder of Treasury Units a Growth PRIDES shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of Stated Amount or principal so received.
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Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesCapital Securities, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Capital Securities are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest (as specified in clause (A) of the definition of such Debenturesterm) of the Treasury Portfolio, together with any payments of principal or interest or cash distributions on, the Pledged Capital Securities or on the appro priate Applicable Ownership Interest (as specified in respect clause (B) of the definition of such term) of the Treasury Portfolio, as the case may be, and all payments of the principal of, or cash distributions on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest cash distributions with respect to the Pledged Capital Securities or the appropriate Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iiB) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term)) of the Treasury Portfolio with respect to any Capital Securities or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units Growth PRIDES to the accounts designated by them to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal Stated Amount of any Pledged Capital Securities or the appropriate Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iA) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term) on account of any Capital Security or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as applicable that, at the time of such payment, is a Pledged Capital Security or the appropriate Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in of the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units a Growth PRIDES shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of Stated Amount or principal so received.
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Sources: Pledge Agreement (Ingersoll Rand Co)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in Debentures, Preferred Securities it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Preferred Securities are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on the Stated Amount of or, if applicable, the appropriate Applicable Ownership Interest (as specified in clause (A) of the definition of such Debenturesterm) of the Treasury Portfolio, together with any payments of principal or interest or cash distributions on, the Pledged Preferred Securities or on the appropriate Applicable Ownership Interest (as specified in respect clause (B) of the definition of such term) of the Treasury Portfolio, as the case may be, and all payments of the principal of, or cash distributions on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest cash distributions with respect to the Pledged Preferred Securities or the appropriate Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iiB) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term)) of the Treasury Portfolio with respect to any Preferred Securities or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the 12 Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Growth Units to the accounts designated by them to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal Stated Amount of any Pledged Preferred Securities or the appropriate Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iA) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term) on account of any Preferred Security or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as applicable that, at the time of such payment, is a Pledged Preferred Security or the appropriate Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in of the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units a Growth Unit shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of Stated Amount or principal so received.
Appears in 1 contract
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesCapital Securities or Pledged Treasury Consideration, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Capital Securities are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on such Debentures, together with any payments the Stated Amount of principal or interest or cash distributions in respect on the Pledged Capital Securities and all payments of the principal of, or cash distributions on, any other Pledged Securities Treasury Consideration or Pledged Treasury Securities, that are received by the Collateral Agent and that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest with respect to the Pledged Applicable Ownership Interests in Debentures or quarterly cash distributions on the Normal Units which include Pledged Applicable Ownership Interests in the Capital Securities or Pledged Treasury Portfolio (as specified in clause (ii) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, Consideration and (B) any payments of principal with respect to any Applicable Ownership Interest in Debentures Capital Securities or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term)Consideration, as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate the Normal Units, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);later
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Stripped Units to the accounts designated by them to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m.10 a.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal in respect of any Pledged Applicable Ownership Interests in Debentures Capital Securities, Pledged Treasury Consideration or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to be paid upon settlement of such Holder's obligations to purchase Common Stock under the Purchase Contract, to the Company on the Stock Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a4.5(a) or Section 4.6(b4.5(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal the Stated Amount on account of any Applicable Ownership Interest in Debentures orCapital Security or principal of any Treasury Consideration, if as applicable, the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term) that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures Capital Security or the Pledged Applicable Ownership Interests in the Treasury PortfolioConsideration, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units a Stripped Unit shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of Stated Amount or principal so received.
Appears in 1 contract
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesDebt Securities, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Debt Securities are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio, or interest on such Debentures, together with any payments of interest on, the Pledged Debt Securities or distributions on the appropriate Applicable Ownership Interest (as specified in clause (B) of the definition of such term) of the Treasury Portfolio, as the case may be, and all payments of the principal or interest of, or cash distributions in respect of on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest with respect to the Pledged Applicable Ownership Interests in Debentures Debt Securities or cash distributions on the Pledged appropriate Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iiB) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term)) of the Treasury Portfolio with respect to any Debt Securities or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units Type B Securities to the accounts designated by them to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal of any Pledged Debt Securities or the Stated Amount of the appropriate Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iA) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term) on account of any Debt Security or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as applicable that, at the time of such payment, is a Pledged Debt Security or the appropriate Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in of the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units a Type B Securities shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of Stated Amount or principal so received.
Appears in 1 contract
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesNotes, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Notes are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal on the Pledged Notes or, if applicable, the appropriate Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio, or interest payments on the Pledged Notes or on the appropriate Applicable Ownership Interest (as specified in clause (B) of the definition of such Debenturesterm) of the Treasury Portfolio, together with any as the case may be, and all payments of the principal or interest of, or cash distributions in respect of on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In in the case of (A) payment of interest payments with respect to the Pledged Notes or the appropriate Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iiB) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any or, if applicable, the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term)) of the Treasury Portfolio with respect to any Notes or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.1 or 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In in the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.2 or 4.3 hereof, to the Purchase Contract Agent, for the benefit of the Holders of the Treasury Units Growth PRIDES, to the accounts designated by them to the Collateral Purchase Contract Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In in the case of payments of the principal Proceeds of any Pledged Notes or the appropriate Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iA) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, or the principal Proceeds of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date to the extent of the Purchase Price in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase ContractsContracts and, to the extent such Proceeds exceed the Purchase Price, to the Purchase Contract Agent for the benefit of the Holders. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of the principal on account amount of any Applicable Ownership Interest in Debentures the Notes or, if applicable, the appropriate Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term) on account of any Pledged Note or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as applicable, that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or subject to the Pledged Applicable Ownership Interests in the Treasury PortfolioPledge, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units a Growth PRIDES shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of principal so received.
Appears in 1 contract
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesNotes, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Notes are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal on the Pledged Notes or, if applicable, the appropriate Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio, or interest payments on the Pledged Notes or on the appropriate Applicable Ownership Interest (as specified in clause (B) of the definition of such Debenturesterm) of the Treasury Portfolio, together with any as the case may be, and all payments of the principal or interest of, or cash distributions in respect of on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In in the case of (A) payment of interest payments with respect to the Pledged Notes or the appropriate Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iiB) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any or, if applicable, the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term)) of the Treasury Portfolio with respect to any Notes or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.1 or 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In in the case of any principal payments with respect to any Pledged Treasury Securities that have been released from the Pledge pursuant to Section 4.2 or 4.3 hereof, to the Purchase Contract Agent, for the benefit of the Holders of the Treasury Units Units, to the accounts designated by them to the Collateral Purchase Contract Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In in the case of payments of the principal Proceeds of any Pledged Notes or the appropriate Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iA) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, or the principal Proceeds of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions extent of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures or, if applicable, the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term) that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent shall hold such Proceeds for the benefit of the Company as Collateral for the performance when due by such Holder of its obligations under the related Purchase Contracts.the
Appears in 1 contract
Sources: Pledge Agreement (Alltel Corp)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Notes, Pledged Treasury Securities or Pledged Applicable Ownership Interests Interest in Debenturesthe Treasury Portfolio, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Notes are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal on the Pledged Notes or, if applicable, the Pledged Treasury Securities or Pledged Applicable Ownership Interest (as specified in clause (i) of the definition of Applicable Ownership Interest) in the Treasury Portfolio, or interest payments on such Debenturesthe Pledged Notes or on the appropriate Pledged Applicable Ownership Interest (as specified in clause (ii) of the definition of Applicable Ownership Interest) in the Treasury Portfolio, together with any as the case may be, and all payments of the principal or interest of, or cash distributions in respect of on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In in the case of (A) payment of interest payments with respect to the Pledged Applicable Ownership Interests in Debentures Notes or cash distributions on the appropriate Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (ii) of the definition of the term “Applicable Ownership Interest Interest) in the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any or, if applicable, the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term)) in the Treasury Portfolio with respect to any Notes or the appropriate Applicable Ownership Interest in the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.1 or 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m.11:00 a.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m.10:30 a.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In in the case of any principal payments with respect to any Pledged Treasury Securities that have been released from the Pledge pursuant to Section 4.2 or 4.3 hereof, to the Purchase Contract Agent, for the benefit of the Holders of the Treasury Units Units, to the accounts designated by them to the Collateral Purchase Contract Agent in writing for such purpose, no later than 2:00 p.m.11:00 a.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m.10:30 a.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In in the case of payments of the principal Proceeds of any Pledged Applicable Ownership Interests in Debentures Notes or the principal of the appropriate Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, or the principal Proceeds of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date to the extent of the Purchase Price in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase ContractsContracts and, to the extent such Proceeds exceed the Purchase Price, to the Purchase Contract Agent for the benefit of the Holders. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of the principal on account amount of any Applicable Ownership Interest in Debentures the Notes or, if applicable, the appropriate Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term) that, at or any amounts referred to in Section 4.3 of the time Purchase Contract Agreement on account of such payment, is a any Pledged Note or the appropriate Pledged Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may beapplicable, or the Purchase Contract Agent or a Holder of Treasury Units shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral or, in the case of amounts referred to in Section 4.3 of the Purchase Contract Agreement, for the performance when due by such Holder benefit of its the Collateral Agent for and on behalf of the Company (and promptly deliver the same over to the Company or the Collateral Agent, as applicable) for application to the obligations of the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of principal, or other amounts referred to in this Section, so received.
Appears in 1 contract
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesCapital Securities, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Capital Securities are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest (as specified in clause (A) of the definition of such Debenturesterm) of the Treasury Portfolio, together with any payments of principal or interest or cash distributions on, the Pledged Capital Securities or on the appropriate Applicable Ownership Interest (as specified in respect clause (B) of the definition of such term) of the Treasury Portfolio, as the case may be, and all payments of the principal of, or cash distributions on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest cash distributions with respect to the Pledged Capital Securities or the appropriate Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iiB) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any the Stated Amount or, if applicable, the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (iA) of the definition of such term)) of the Treasury Portfolio with respect to any Capital Securities or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units Growth PRIDES to the accounts designated by them to the Collateral Agent in writing for such purpose, purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal Stated Amount of any Pledged Capital Securities or the appropriate Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (iA) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures or, if applicable, the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term) that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent shall hold such Proceeds for the benefit of the Company as Collateral for the performance when due by such Holder of its obligations under the related Purchase Contracts.Date
Appears in 1 contract
Sources: Pledge Agreement (KBHC Financing I)
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in Debentures, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal or interest on such Pledged Debentures, together with any payments of principal or interest or cash distributions in respect of any other Pledged Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
: (i) In the case of (A) payment of interest with respect to the Pledged Applicable Ownership Interests in Debentures or cash distributions on the appropriate Pledged Applicable Ownership Interests Interest in the Treasury Portfolio (as specified in clause clauses (ii1) or (2) of the definition of the term “"Applicable Ownership Interest Interest" in the Treasury Portfolio”Purchase Contract Agreement), as the case may be, and (B) any payments of principal with respect to any Debentures or the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause clauses (i1) or (2) of the definition of such term)) in the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate Units, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units to the accounts designated by them to the Collateral Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units to the accounts designated by them to the Collateral Agent in writing for such purpose no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and (iii) In the case of payments of the principal of any Pledged Applicable Ownership Interests in Debentures or on the principal of the appropriate Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause clauses (i1) or (2) of the definition of the term “Applicable Ownership Interest Interest) in the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures Debenture or, if applicable, the appropriate Applicable Ownership Interest in the Treasury Portfolio (as specified in clause clauses (i1) or (2) of the definition of such term) in the Treasury Portfolio that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures Debenture or the Pledged Applicable Ownership Interests Interest in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in DebenturesDebenture, Pledged Applicable Ownership Interests Interest in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent shall hold such Proceeds for the benefit of the Company as Collateral for the performance when due by such Holder of its obligations under the related Purchase Contracts. ARTICLE IV.
Appears in 1 contract
Distributions on Pledged Collateral. DB1/ 116050876.5 So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in Debentures, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures are reregistered, such that the Collateral Agent becomes the registered Holder, all payments of principal or interest on such Debentures, together with any payments of principal or interest or cash distributions in respect of any other Pledged Securities received by the Collateral Agent that are properly payable hereunder, shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In the case of (A) payment of interest with respect to the Pledged Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (ii) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term), as the case may be, that have been released from the Pledge pursuant to Section 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate Units, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.3 hereof, to the Holders of the Treasury Units to the accounts designated by them to the Collateral Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In the case of payments of the principal of any Pledged Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (i) of the definition of the term “Applicable Ownership Interest in the Treasury Portfolio”), as the case may be, or the principal of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase Contracts. All payments received by the Purchase Contract Agent as provided herein shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of principal on account of any Applicable Ownership Interest in Debentures or, if applicable, the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term) that, at the time of such payment, is a Pledged Applicable Ownership DB1/ 116050876.5 Interest in Debentures or the Pledged Applicable Ownership Interests in the Treasury Portfolio, as the case may be, or the Purchase Contract Agent or a Holder of Treasury Units shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent shall hold such Proceeds for the benefit of the Company as Collateral for the performance when due by such Holder of its obligations under the related Purchase Contracts.
Appears in 1 contract
Distributions on Pledged Collateral. So long as the Purchase Contract Agent is the registered owner of the Debentures underlying the Pledged Applicable Ownership Interests in DebenturesNotes, it shall receive all payments thereon. If the Debentures underlying the Pledged Applicable Ownership Interests in Debentures Notes are reregistered, such that the Collateral Agent becomes the registered Holderholder, all payments of principal on the Pledged Notes or, if applicable, the appropriate Applicable Ownership Interest (as specified in clause (i) of the definition of such term) of the Treasury Portfolio, or interest payments on the Pledged Notes or on the appropriate Applicable Ownership Interest (as specified in clause (ii) of the definition of such Debenturesterm) of the Treasury Portfolio, together with any as the case may be, and all payments of the principal or interest of, or cash distributions in respect of on, any other Pledged Treasury Securities received by the Collateral Agent that are properly payable hereunder, hereunder shall be paid by the Collateral Agent by wire transfer in same day funds:
(i) In in the case of (A) payment of interest payments with respect to the Pledged Notes or the appropriate Applicable Ownership Interests in Debentures or cash distributions on the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (ii) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, and (B) any payments of principal with respect to any or, if applicable, the appropriate Applicable Ownership Interest in Debentures or the Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term)) of the Treasury Portfolio with respect to any Notes or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as the case may be, that have been released from the Pledge pursuant to Section 4.1 or 4.3 hereof, to the Purchase Contract Agent, for the benefit of the relevant Holders of Corporate UnitsSecurities, to the account designated by the Purchase Contract Agent for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day);
(ii) In in the case of any principal payments with respect to any Treasury Securities that have been released from the Pledge pursuant to Section 4.2 or 4.3 hereof, to the Purchase Contract Agent, for the benefit of the Holders of the Treasury Units Units, to the accounts designated by them to the Collateral Purchase Contract Agent in writing for such purpose, no later than 2:00 p.m., New York City time, on the Business Day such payment is received by the Collateral Agent (provided, provided that in the event such payment is received by the Collateral Agent on a day that is not a Business Day or after 12:30 p.m., New York City time, on a Business Day, then such payment shall be made no later than 10:30 a.m., New York City time, on the next succeeding Business Day); and
(iii) In in the case of payments of the principal Proceeds of any Pledged Notes or the appropriate Applicable Ownership Interests in Debentures or the principal of the Pledged Applicable Ownership Interests in the Treasury Portfolio Interest (as specified in clause (i) of the definition of the term “Applicable Ownership Interest in such term) of the Treasury Portfolio”), as the case may be, or the principal Proceeds of any Pledged Treasury Securities, to the Company on the Purchase Contract Settlement Date to the extent of the Purchase Price in accordance with the procedure set forth in Section 4.6(a) or Section 4.6(b) hereof, in full satisfaction of the respective obligations of the Holders under the related Purchase ContractsContracts and, to the extent such Proceeds exceed the Purchase Price, to the Purchase Contract Agent for the benefit of the Holders. All payments received by the Purchase Contract Agent as provided herein in this Article III shall be applied by the Purchase Contract Agent pursuant to the provisions of the Purchase Contract Agreement. If, notwithstanding the foregoing, the Purchase Contract Agent or a Holder of Corporate Units shall receive any payments of the principal on account amount of any Applicable Ownership Interest in Debentures the Note or, if applicable, the appropriate Applicable Ownership Interest in the Treasury Portfolio (as specified in clause (i) of the definition of such term) on account of any Pledged Note or the appropriate Applicable Ownership Interest of the Treasury Portfolio, as applicable, that, at the time of such payment, is a Pledged Applicable Ownership Interest in Debentures or subject to the Pledged Applicable Ownership Interests in the Treasury PortfolioPledge, as the case may be, or the Purchase Contract Agent or a Holder of a Treasury Units Unit shall receive any payments of principal on account of any Treasury Securities that, at the time of such payment, are Pledged Treasury Securities, the Purchase Contract Agent or such Holder, as the case may be, shall transfer the Proceeds of such payment of principal on such Pledged Applicable Ownership Interests in Debentures, Pledged Applicable Ownership Interests in the Treasury Portfolio, or Pledged Treasury Securities, as the case may be, to the Collateral Agent and the Collateral Agent Holder shall hold such Proceeds the same as trustee of an express trust for the benefit of the Company as Collateral (and promptly deliver the same over to the Company) for application to the performance when due by such Holder obligations of its obligations the Holders under the related Purchase Contracts, and the Holders shall acquire no right, title or interest in any such payments of principal so received.
Appears in 1 contract
Sources: Pledge Agreement (Sprint Corp)