Foreign Pledges. The Administrative Agent is hereby authorized, and granted an irrevocable power of attorney, to execute and deliver any documents necessary or appropriate to execute any and all appropriate Collateral Documents and take any other action to create and perfect any pledge created under any of the Pledge Agreements for the benefit of the Holders of Secured Obligations.
Foreign Pledges. The Company will cause to be delivered to the Collateral Agent (to the extent not previously delivered) within the time period specified on Schedule III to the Fourth Amendment, agreements executed by the Company and each Domestic Subsidiary of the Company pledging 65% of the stock or other equity interests of each Foreign Subsidiary owned by the Company or such Domestic Subsidiary, together with all documents necessary to perfect the security interest of the Collateral Agent for the equal and ratable benefit of the Benefited Parties in such stock or other equity interests; provided that neither the Company nor any Subsidiary shall have an obligation to perfect the security interest of the Collateral Agent in the shares of any Foreign Subsidiary (other than any Foreign Subsidiary listed on Schedule III of the Fourth Amendment) under the laws of the jurisdiction of such Foreign Subsidiary's organization so long as the aggregate book value of (A) all assets owned by such Foreign Subsidiary does not exceed $8,000,000 and (B) all assets owned by all Foreign Subsidiaries with respect to which the security interest of the Collateral Agent has not been perfected under the laws of such Foreign Subsidiaries' respective jurisdictions of organization does not exceed $20,000,000.
Foreign Pledges. The Borrower Parties shall have delivered to the Agent and Co-Agent:
(a) On or before October 30, 2007, Foreign Pledge Agreements, substantially similar to those Foreign Pledge Agreements previously delivered or reasonably acceptable to Co-Agent, pledging as Collateral 100% of the issued and outstanding equity of (i) Salton International C.V., (ii) Salton UK (iii) Salton Hong Kong, Ltd., (iv) Salton Sarl, (v) Salton Australia, Pty. Ltd, (vi) Toastmaster de Mexico SA, and (vii) Salton Brazil Limitada; and
(b) Within 5 days after written request by the Agent or the Co-Agent, Foreign Pledge Agreements pledging as Collateral 100% of the issued and outstanding equity of any other Subsidiary of Salton, Inc. as specified in such request;
Foreign Pledges. Within 45 days of the First Restatement Date, the Borrower shall, and shall cause its Subsidiaries to, execute and deliver all such Security Documents and other documents, and take all such actions, as shall be necessary for the Collateral Agent to receive a first priority, perfected pledge of 65% of the Capital Securities of all Foreign 956 Subsidiaries that are direct Subsidiaries of the Borrower or of a Domestic Subsidiary. In connection with such pledges, the Borrower shall deliver to the Collateral Agent and the Secured Lenders opinions of counsel for each jurisdiction in which such a Foreign 956 Subsidiary is organized, which shall be in form and substance satisfactory to the Administrative Agent.
Foreign Pledges. Cause to be delivered to the Administrative Agent (to the extent not previously delivered) within 100 days following the Effective Date, agreements executed by each domestic Subsidiary of the Company pledging approximately but not less than 65% of the stock or other equity interests of each Foreign Subsidiary owned by such domestic Subsidiary, together with all documents necessary to perfect the security interest of the Administrative Agent in such stock or other equity interests; provided that neither the Company nor any Subsidiary shall have any obligation to pledge the stock of any Excluded Foreign Subsidiary (as defined below) so long as the aggregate amount of the assets of all Excluded Foreign Subsidiaries does not exceed $3,000,000 (or the Dollar Equivalent thereof) and the aggregate net earnings of all Excluded Foreign Subsidiaries during the most recently ended Computation Period does not exceed $300,000 (or the Dollar Equivalent thereof). For purposes of the foregoing, “Excluded Foreign Subsidiary” means any Foreign Subsidiary which has assets of less than $1,000,000 (or the Dollar Equivalent thereof) and had net earnings during the most recently ended Computation Period of less than $100,000 (or the Dollar Equivalent thereof).
Foreign Pledges. In the event that for any reason the Additional Loan is not granted in accordance with the foregoing, Exxxx Xxxxx Cababie hereby expressly agrees to grant, on or before the date of the First Borrowing, a non-possessory pledge over a bank account in his name, opened within the Principality of Monaco and in which an amount equivalent to at least the amount of the Additional Loan is deposited, and/or any other equivalent legal instrument, to the satisfaction of each of the Creditors, through which Exxxx Xxxxx Cababie guarantees the due and timely contribution to the Project of at least the same amount of the Additional Loan; i.e., the amount of USD$18,613,000.00 (eighteen million six hundred thirteen thousand and 00/100 Dollars) to be applied in accordance with the Borrowings and Investments Schedule and the Budget (“Monaco Pledge”). Prior to the granting of the Monaco Pledge, a legal opinion addressed to the Creditors from a widely recognized law firm authorized to practice law in the Principality of Monaco, chosen by the Creditors, shall be delivered to the Creditors, to their satisfaction, providing the opinion of such lawyers regarding, among other things, the validity and enforceability of the Monaco Pledge, the authority of the parties, the enforcement procedure and any other aspects requested by the Creditors. The foregoing on the understanding that the costs corresponding to the aforementioned legal opinion will be covered by the Borrower. Exxxx Xxxxx Cababie hereby expressly agrees to replace, on or before the date of the Third Borrowing, the Monaco Pledge with a non-possessory pledge over a bank account in his name, opened at Banco Sabadell Miami and in which an amount equivalent to at least the amount of the Additional Loan is deposited, and/or any other equivalent legal instrument, to the satisfaction of each of the Creditors, through which Exxxx Xxxxx Cababie continues to guarantee the due and timely contribution to the Project of at least the same amount of the Additional Loan; i.e., the amount of USD$18,613,000.00 (eighteen million six hundred thirteen thousand and 00/100 Dollars) for its application according to the Borrowings and Investments Schedule and the Budget (“Miami Pledge”). Upon granting the Miami Pledge, the Monaco Pledge will be vacated and terminated by the parties thereto. Additionally, prior to the granting of the Miami Pledge, a legal opinion addressed to the Creditors from a widely recognized law firm authorized to practice la...
Foreign Pledges. Within 45 days of the Fourth Amendment Date, the Borrower shall, and shall cause its Subsidiaries to, execute and deliver all such Security Documents and other documents, and take all such actions, as shall be necessary for the Collateral Agent to receive a first priority, perfected pledge of 65% of the Capital Securities of all Foreign 956 Subsidiaries that are direct Subsidiaries of the Borrower or of a Domestic Subsidiary. In connection with such pledges, the Borrower shall deliver to the Collateral Agent and the Secured Lenders opinions of counsel for each jurisdiction in which such a Foreign 956 Subsidiary is organized, which shall be in form and substance satisfactory to the Administrative Agent.
Foreign Pledges. The failure of Borrower to provided to Agent for the benefit of the Lenders a valid and enforceable first priority pledge of stock of 65% of each of its Foreign Subsidiaries by August 15, 2003.
Foreign Pledges. No later than December 31, 2014 (or such later date as the Lender may agree, provided that Lender shall have no obligation to agree to any later date), (i) the Company and each of the Company’s direct Foreign Subsidiaries, shall have executed and delivered stock pledge agreements governed by the local law of the jurisdiction of formation of each such Foreign Subsidiary in a form reasonably acceptable to the Lender, pursuant to which the Company shall grant the Lender a first priority security interest in 65% of the stock of each of its direct Foreign Subsidiary to secure the Obligations; and (ii) the Company shall have caused Tandberg Data Holdings S.à x.x. to execute and deliver a pledge agreement governed by the local law of its jurisdiction of formation in a form reasonably acceptable to the Lender, pursuant to which Tandberg Data Holdings S.à x.x. shall grant the Lender a first priority security interest in its Intellectual Property unless the Company provides evidence reasonably satisfactory to the Lender that such pledge of Intellectual Property would have a material adverse tax impact on the Company or any of its Subsidiaries.
Foreign Pledges. (a) Within 30 days after the Effective Date unless otherwise extended or waived by the Collateral Agent in its discretion, (i) the Borrower shall have authorized, executed and delivered all documents and taken all actions necessary or appropriate to grant in favor of the Collateral Agent a first priority pledge of 65% of the voting Equity Interests and 100% of the non-voting Equity Interests in Quintiles AG under the laws of Switzerland (including, without limitation, the taking of all actions or the foreign equivalent, if applicable, and the delivery of all items, or their foreign equivalent, if applicable, of the type and nature enumerated in Section 4.01(w) of this Agreement, the delivery of all certificates, agreements or instruments representing such Equity Interest of Quintiles AG, accompanied by instruments of transfer endorsed in blank to the extent required or permitted under the jurisdiction or organization of the applicable issuer of such Equity Interests and the payment of all fees in connection therewith) and (ii) the Collateral Agent shall have received, on behalf of itself, the other Agents and the Lenders, a favorable written opinion of counsel in Switzerland as shall be acceptable to the Collateral Agent, (a) dated no later than such 30th day after the Effective Date, (b) addressed to the Collateral Agent and the Lenders and (c) covering such matters relating to the Security Documents and the Loan Documents as the Collateral Agent shall request.
