Common use of Grantor’s Obligation Clause in Contracts

Grantor’s Obligation. The Grantor covenants and agrees that: (a) the Grantor shall not (unless permitted by the terms of the Principal Finance Documents), (i) create, incur or permit to exist any Lien or option in favor of, or any claim of any Person with respect to any of the Pledged Assets, or any interest therein, or (ii) sell, assign, transfer, exchange, or otherwise dispose of the Pledged Assets; (b) (i) at any time if an Enforcement Event has occurred and is continuing and, (ii) no later than three (3) months after the end of each calendar year (the first amendment to occur before 31st March 2011), the Grantor shall enter into amendments to this agreement substantially in the form of Schedule C, in order to amend Schedule B to extend the Lien created hereunder to any Additional Pledged Assets (which shall then be subject to all terms and conditions provided herein) title to which is acquired by the Grantor after the date hereof or of the previous amendment, as applicable, and to any other assets or rights which should have been pledged in accordance with the terms hereof but were not included herein or in any previous amendment. The Grantor shall register such amendments as required by Section 3 hereof; (c) if an Enforcement Event has occurred and is continuing, the Grantor shall notify and use all reasonable endeavors to obtain an agreement in form and substance satisfactory to the Collateral Agent from all third parties (excluding third party trade debtors) that are obligors under the contracts the rights arising from which are among the Pledged Assets to require such parties, upon request of the Collateral Agent, to make payments under the relevant contracts under which they are obligors into an account to be indicated by the Collateral Agent; (d) the Grantor shall, upon receipt of a notification of the Collateral Agent stating that an Enforcement Event has occurred and is continuing, comply (notwithstanding any notice or other communication to the contrary from any other Person) with all written instructions received from the Collateral Agent in connection with this Agreement; (e) if an Enforcement Event has occurred and is continuing, the Grantor shall, promptly upon request, provide the Collateral Agent all information and evidence it may request concerning the Pledged Assets to enable the Collateral Agent (directly or through any of its respective permitted successors or assignees) to enforce the provisions of this Agreement; (f) if an Enforcement Event has occurred and is continuing, the Grantor shall not enter into any agreement that could reasonably be expected to restrict or inhibit the Secured Parties’ rights or ability to sell or otherwise dispose of the Pledged Assets or any part thereof; (g) subject to the Agreed Security Principles, from time to time, enter into any additional documents and instruments that are necessary to enable the Collateral Agent to protect the rights created hereby, in connection with the Pledged Assets or with any part of them or to the exercise by the Collateral Agent of any right, power or authority granted herein. Furthermore, subject to the Agreed Security Principles, the Grantor shall protect the security interest of the Secured Parties in connection with the Pledged Assets against claims and demands of any kind; and (h) the Grantor shall send a notice in the form of Schedule D hereto to all of the obligors (excluding third party trade debtors) under the Pledged Assets about the pledge created hereunder within 20 (twenty) days counted from the date hereof, and deliver to the Collateral Agent evidence, in form and substance satisfactory to the Collateral Agent that such formality has been duly fulfilled. 5.1. For the avoidance of doubt, nothing in this Agreement shall restrict the Grantor’s right to freely use and dispose of the Pledged Assets as long as such utilization or disposal is permitted by the Principal Finance Documents and no Enforcement Event has occurred and is continuing.

Appears in 2 contracts

Samples: Pledge Agreement (RenPac Holdings Inc.), Pledge Agreement (RenPac Holdings Inc.)

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Grantor’s Obligation. The Grantor covenants and agrees that: (a) the Grantor shall not (unless permitted by the terms of the Principal Finance Documents), (i) create, incur or permit to exist any Lien or option in favor of, or any claim of any Person with respect to any of the Pledged Assets, or any interest therein, or (ii) sell, assign, transfer, exchange, exchange or otherwise dispose of any of the Pledged Assets; (b) (i) at any time if an Enforcement Event has occurred and is continuing and, (ii) no later than three thirty (330) months days after the end acquisition of each calendar year (title to any additional Pledged Assets in respect of a bank account in the first name of the Grantor not pledged hereunder or in any previous amendment and not subject to occur before 31st March 2011)a Lien permitted under the Principal Finance Documents, including, but not limited to, the rights associated with any new account that the Grantor may open with any Account Bank, the Grantor shall enter into amendments deliver to the Collateral Agent an amendment to this agreement substantially Agreement, in form and substance satisfactory to the form Collateral Agent acting on the instructions of Schedule Cthe Applicable Representative, duly executed by the Grantor, in order to amend Schedule B to extend the Lien created hereunder to any Additional such additional Pledged Assets Assets, assets or rights (which shall then be subject to all terms and conditions provided herein) title to which is acquired by the Grantor after the date hereof or of the previous amendment, as applicable, and to any other assets or rights which should have been pledged in accordance with the terms hereof but were not included herein or in any previous amendment). The Grantor shall register such amendments Amendments as required by Section 3 hereof; (c) if an Enforcement Event has occurred and is continuing, the Grantor shall notify and use all reasonable endeavors to obtain an agreement in form and substance satisfactory to the Collateral Agent from all third parties (excluding third party trade debtors) that are obligors under the contracts the rights arising from which are among the Pledged Assets to require such parties, upon request of the Collateral Agent, to make payments under the relevant contracts under which they are obligors into an account to be indicated by the Collateral Agent; (d) the Grantor shall, upon receipt of a notification of the Collateral Agent stating that an Enforcement Event has occurred and is continuing, comply (notwithstanding any notice or other communication to the contrary from any other Person) with all written instructions received from the Collateral Agent in connection with this Agreement; (ed) if an Enforcement Event has occurred and is continuing, the Grantor shall, promptly upon request, provide the Collateral Agent all information and evidence it may request concerning the Pledged Assets to enable the Collateral Agent (directly or through any of its respective permitted successors or assignees) to enforce the provisions of this Agreement; (fe) if an Enforcement Event has occurred and is continuing, the Grantor shall not enter into any agreement that could reasonably be expected to restrict or inhibit the Secured Parties’ rights or ability to sell or otherwise dispose of the Pledged Assets or any part thereof;; and (gf) subject to the Agreed Security Principles, from time to time, enter into any additional documents and instruments that are necessary to enable the Collateral Agent to protect the rights created hereby, in connection with the Pledged Assets or with any part of them or to the exercise by the Collateral Agent of any right, power or authority granted herein. Furthermore, subject to the Agreed Security Principles, Principles the Grantor shall protect the security interest of the Secured Parties in connection with the Pledged Assets against claims and demands of any kind; and (h) the Grantor shall send a notice in the form of Schedule D hereto to all of the obligors (excluding third party trade debtors) under the Pledged Assets about the pledge created hereunder within 20 (twenty) days counted from the date hereof, and deliver to the Collateral Agent evidence, in form and substance satisfactory to the Collateral Agent that such formality has been duly fulfilled. 5.1. For the avoidance of doubt, nothing in this Agreement shall restrict the Grantor’s right to freely use and dispose of the Pledged Assets as long as such utilization or disposal is permitted by the Principal Finance Documents and no Enforcement Event has occurred and is continuing.

Appears in 2 contracts

Samples: Accounts Pledge Agreement (RenPac Holdings Inc.), Accounts Pledge Agreement (RenPac Holdings Inc.)

Grantor’s Obligation. The Grantor covenants and agrees that: (a) the Grantor shall not (unless permitted by the terms of the Principal Finance Documents), (i) create, incur or permit to exist any Lien or option in favor of, or any claim of any Person with respect to any of the Pledged Assets, or any interest therein, or (ii) sell, assign, transfer, exchange, or otherwise dispose of the Pledged Assets; (b) (i) at promptly upon the acquisition of any time if an Enforcement Event has occurred and is continuing andMaterial Equipment, (ii) no later than three (3) months after subject to the end of each calendar year (the first amendment to occur before 31st March 2011)Agreed Security Principles, the Grantor shall enter into amendments to this agreement Agreement substantially in the form of Schedule CD, in order to amend Schedule B C to extend the Lien created hereunder to any Additional Pledged Assets Equipment (which shall then be subject to all terms and conditions provided herein) title to which is acquired by the Grantor after the date hereof or of the previous amendment, as applicable, and to any other assets or rights which should have been pledged in accordance with the terms hereof but were not included herein or in any previous amendment. The Grantor shall register such amendments as required by Section 3 hereof; (c) if an Enforcement Event has occurred and is continuing, the Grantor shall notify and use all reasonable endeavors to obtain an agreement in form and substance satisfactory to the Collateral Agent from all third parties (excluding third party trade debtors) that are obligors under the contracts the rights arising from which are among the Pledged Assets to require such parties, upon request of the Collateral Agent, to make payments under the relevant contracts under which they are obligors into an account to be indicated by the Collateral Agent; (d) the Grantor shall, upon receipt of a notification of the Collateral Agent stating that an Enforcement Event has occurred and is continuing, comply (notwithstanding any notice or other communication to the contrary from any other Person) with all written instructions received from the Collateral Agent in connection with this Agreement; (ed) if an Enforcement Event has occurred and is continuing, the Grantor shall, promptly upon request, provide the Collateral Agent all information and evidence it may request concerning the Pledged Assets to enable the Collateral Agent (directly or through any of its respective permitted successors or assignees) to enforce the provisions of this Agreement; (fe) if an Enforcement Event has occurred and is continuing, the Grantor shall not enter into any agreement that could reasonably be expected to restrict or inhibit the Secured Parties’ rights or ability to sell or otherwise dispose of the Pledged Assets or any part thereof;; and (gf) subject to the Agreed Security Principles, from time to time, enter into any additional documents and instruments that are necessary to enable the Collateral Agent to protect the rights created hereby, in connection with the Pledged Assets or with any part of them or to the exercise by the Collateral Agent of any right, power or authority granted herein. Furthermore, subject to the Agreed Security Principles, the Grantor shall protect the security interest of the Secured Parties in connection with the Pledged Assets against claims and demands of any kind; and (h) the Grantor shall send a notice in the form of Schedule D hereto to all of the obligors (excluding third party trade debtors) under the Pledged Assets about the pledge created hereunder within 20 (twenty) days counted from the date hereof, and deliver to the Collateral Agent evidence, in form and substance satisfactory to the Collateral Agent that such formality has been duly fulfilled. 5.1. For the avoidance of doubt, nothing in this Agreement shall restrict the Grantor’s right to freely use and dispose of the Pledged Assets as long as such utilization or disposal is permitted by the Principal Finance Documents and no Enforcement Event has occurred and is continuing.

Appears in 1 contract

Samples: Pledge Agreement (RenPac Holdings Inc.)

Grantor’s Obligation. The Each Grantor covenants and agrees that: (a) if such Grantor shall acquire (by purchase or otherwise) any Additional Quotas at any time after the date hereof, such Grantor shall promptly (i) execute, and cause the Company to execute, an amendment to this Agreement and deliver such amendment to the Collateral Agent (each, after due execution by the Collateral Agent acting as agent of and for the benefit of the Secured Parties, an “Amendment”) in order to extend the Lien created hereunder to such Additional Quotas, and (ii) provide the required filings and register for the pledge of such Additional Quotas in accordance with the provisions of Section 3 hereof or take such other actions as may otherwise be required by applicable law to extend such Lien; (b) such Grantor shall not (unless permitted by the terms of the Principal Finance Documents), (i) create, incur or permit to exist any Lien or option in favor of, or any claim of any Person with respect to any of the Pledged AssetsQuotas, or any interest therein, or (ii) sell, assign, transfer, exchange, or otherwise dispose of the Pledged Assets; (b) (i) at any time if an Enforcement Event has occurred and is continuing and, (ii) no later than three (3) months after the end of each calendar year (the first amendment to occur before 31st March 2011), the Grantor shall enter into amendments to this agreement substantially in the form of Schedule C, in order to amend Schedule B to extend the Lien created hereunder to any Additional Pledged Assets (which shall then be subject to all terms and conditions provided herein) title to which is acquired by the Grantor after the date hereof or of the previous amendment, as applicable, and to any other assets or rights which should have been pledged in accordance with the terms hereof but were not included herein or in any previous amendment. The Grantor shall register such amendments as required by Section 3 hereofQuotas; (c) if an Enforcement Event has occurred and is continuing, the Grantor shall notify and use all reasonable endeavors to obtain an agreement in form and substance satisfactory to the Collateral Agent from all third parties (excluding third party trade debtors) that are obligors under the contracts the rights arising from which are among the Pledged Assets to require such parties, upon request of the Collateral Agent, to make payments under the relevant contracts under which they are obligors into an account to be indicated by the Collateral Agent; (d) the Grantor shall, upon receipt of a notification of the Collateral Agent stating that an Enforcement Event has occurred and is continuing, comply (notwithstanding any notice or other communication to the contrary from any other Person) with all written instructions received from the Collateral Agent in connection with this Agreement; (ed) if an Enforcement Event has occurred and is continuing, the such Grantor shall, promptly upon request, provide the Collateral Agent all information and evidence it may request concerning the Pledged Assets Quotas to enable the Collateral Agent (directly or through any of its respective permitted successors or assignees) to enforce the provisions of this Agreement; (fe) if an Enforcement Event has occurred and is continuing, the such Grantor shall not enter into any agreement that could reasonably be expected to restrict or inhibit the Secured Parties’ rights or ability to sell or otherwise dispose of the Pledged Assets Quotas or any part thereof;; and (gf) subject at all times until the termination of this Agreement pursuant to the Agreed Security PrinciplesSection 16 hereof, from time to time, enter into any additional documents and instruments that are necessary to enable the Collateral Agent to protect the rights created hereby, in connection with the Pledged Assets or with any part of them or to the exercise by the Collateral Agent of any right, power or authority granted herein. Furthermoresuch Grantor shall, subject to the Agreed Security Principles, the Grantor shall protect the security interest cause any third party which may, from time to time, subscribe quotas of the Secured Parties Company, to pledge such quotas in connection accordance with the Pledged Assets against claims terms and demands conditions of any kind; and this Agreement so as to cause 100% (hone hundred per cent) the Grantor shall send a notice in the form of Schedule D hereto to all of the obligors (excluding third party trade debtors) under the Pledged Assets about the pledge created hereunder within 20 (twenty) days counted from the date hereof, and deliver to the Collateral Agent evidence, in form and substance satisfactory to the Collateral Agent that such formality has been duly fulfilled. 5.1. For the avoidance of doubt, nothing in this Agreement shall restrict the Grantor’s right to freely use and dispose capital stock of the Pledged Assets as long as such utilization or disposal is permitted by the Principal Finance Documents and no Enforcement Event has occurred and is continuingCompany to remain pledged to Secured Parties.

Appears in 1 contract

Samples: Quota Pledge Agreement (RenPac Holdings Inc.)

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Grantor’s Obligation. The Each Grantor covenants and agrees that: (a) if such Grantor shall acquire (by purchase or otherwise) any Additional Quotas at any time after the date hereof, such Grantor shall promptly (i) execute, and cause the Company to execute, an amendment to this Agreement and deliver such amendment to the Collateral Agent (each, after due execution by the Collateral Agent acting as agent of and for the benefit of the Secured Parties, an “Amendment”) in order to extend the Lien created hereunder to such Additional Quotas, and (ii) provide the required filings and register for the pledge of such Additional Quotas in accordance with the provisions of Section 3 hereof or take such other actions as may otherwise be required by applicable law to extend such Lien; (b) such Grantor shall not (unless permitted by the terms of the Principal Finance Documents), (i) create, incur or permit to exist any Lien or option in favor of, or any claim of any Person with respect to any of the Pledged AssetsQuotas, or any interest therein, or (ii) sell, assign, transfer, exchange, or otherwise dispose of the Pledged Assets; (b) (i) at any time if an Enforcement Event has occurred and is continuing and, (ii) no later than three (3) months after the end of each calendar year (the first amendment to occur before 31st March 2011), the Grantor shall enter into amendments to this agreement substantially in the form of Schedule C, in order to amend Schedule B to extend the Lien created hereunder to any Additional Pledged Assets (which shall then be subject to all terms and conditions provided herein) title to which is acquired by the Grantor after the date hereof or of the previous amendment, as applicable, and to any other assets or rights which should have been pledged in accordance with the terms hereof but were not included herein or in any previous amendment. The Grantor shall register such amendments as required by Section 3 hereofQuotas; (c) if an Enforcement Event has occurred and is continuing, the Grantor shall notify and use all reasonable endeavors to obtain an agreement in form and substance satisfactory to the Collateral Agent from all third parties (excluding third party trade debtors) that are obligors under the contracts the rights arising from which are among the Pledged Assets to require such parties, upon request of the Collateral Agent, to make payments under the relevant contracts under which they are obligors into an account to be indicated by the Collateral Agent; (d) the Grantor shall, upon receipt of a notification of the Collateral Agent stating that an Enforcement Event has occurred and is continuing, comply (notwithstanding any notice or other communication to the contrary from any other Person) with all written instructions received from the Collateral Agent in connection with this Agreement; (ed) if an Enforcement Event has occurred and is continuing, the such Grantor shall, promptly upon request, provide the Collateral Agent all information and evidence it may request concerning the Pledged Assets Quotas to enable the Collateral Agent (directly or through any of its respective permitted successors or assignees) to enforce the provisions of this Agreement; (fe) if an Enforcement Event has occurred and is continuing, the such Grantor shall not enter into any agreement that could reasonably be expected to restrict or inhibit the Secured Parties’ rights or ability to sell or otherwise dispose of the Pledged Assets Quotas or any part thereof;; and (gf) subject at all times until the termination of this Agreement pursuant to the Agreed Security PrinciplesSection 15 hereof, from time to time, enter into any additional documents and instruments that are necessary to enable the Collateral Agent to protect the rights created hereby, in connection with the Pledged Assets or with any part of them or to the exercise by the Collateral Agent of any right, power or authority granted herein. Furthermoresuch Grantor shall, subject to the Agreed Security Principles, the Grantor shall protect the security interest cause any third party which may, from time to time, subscribe quotas of the Secured Parties Company, to pledge such quotas in connection accordance with the Pledged Assets against claims terms and demands conditions of any kind; and this Agreement so as to cause 100% (hone hundred per cent) the Grantor shall send a notice in the form of Schedule D hereto to all of the obligors (excluding third party trade debtors) under the Pledged Assets about the pledge created hereunder within 20 (twenty) days counted from the date hereof, and deliver to the Collateral Agent evidence, in form and substance satisfactory to the Collateral Agent that such formality has been duly fulfilled. 5.1. For the avoidance of doubt, nothing in this Agreement shall restrict the Grantor’s right to freely use and dispose capital stock of the Pledged Assets as long as such utilization or disposal is permitted by the Principal Finance Documents and no Enforcement Event has occurred and is continuingCompany to remain pledged to Secured Parties.

Appears in 1 contract

Samples: Quota Pledge Agreement (RenPac Holdings Inc.)

Grantor’s Obligation. The Grantor covenants and agrees that: (a) if Grantor shall acquire (by purchase or otherwise) any Additional Quotas at any time after the date hereof, Grantor shall promptly (i) execute, and cause the Company to execute, an amendment to this Agreement and deliver such amendment to the Collateral Agent (each, after due execution by the Collateral Agent acting as agent of and for the benefit of the Secured Parties, an “Amendment”) in order to extend the Lien created hereunder to such Additional Quotas, and (ii) provide the required filings and register for the pledge of such Additional Quotas in accordance with the provisions of Section 3 hereof or take such other actions as may otherwise be required by applicable law to extend such Lien; (b) Grantor shall not (unless permitted by the terms of the Principal Finance Documents), (i) create, incur or permit to exist any Lien or option in favor of, or any claim of any Person with respect to any of the Pledged AssetsQuotas, or any interest therein, or (ii) sell, assign, transfer, exchange, or otherwise dispose of the Pledged Assets; (b) (i) at any time if an Enforcement Event has occurred and is continuing and, (ii) no later than three (3) months after the end of each calendar year (the first amendment to occur before 31st March 2011), the Grantor shall enter into amendments to this agreement substantially in the form of Schedule C, in order to amend Schedule B to extend the Lien created hereunder to any Additional Pledged Assets (which shall then be subject to all terms and conditions provided herein) title to which is acquired by the Grantor after the date hereof or of the previous amendment, as applicable, and to any other assets or rights which should have been pledged in accordance with the terms hereof but were not included herein or in any previous amendment. The Grantor shall register such amendments as required by Section 3 hereofQuotas; (c) if an Enforcement Event has occurred and is continuing, the Grantor shall notify and use all reasonable endeavors to obtain an agreement in form and substance satisfactory to the Collateral Agent from all third parties (excluding third party trade debtors) that are obligors under the contracts the rights arising from which are among the Pledged Assets to require such parties, upon request of the Collateral Agent, to make payments under the relevant contracts under which they are obligors into an account to be indicated by the Collateral Agent; (d) the Grantor shall, upon receipt of a notification of the Collateral Agent stating that an Enforcement Event has occurred and is continuing, comply (notwithstanding any notice or other communication to the contrary from any other Person) with all written instructions received from the Collateral Agent in connection with this Agreement; (ed) if an Enforcement Event has occurred and is continuing, the Grantor shall, promptly upon request, provide the Collateral Agent all information and evidence it may request concerning the Pledged Assets Quotas to enable the Collateral Agent (directly or through any of its respective permitted successors or assignees) to enforce the provisions of this Agreement; (fe) if an Enforcement Event has occurred and is continuing, the Grantor shall not enter into any agreement that could reasonably be expected to restrict or inhibit the Secured Parties’ rights or ability to sell or otherwise dispose of the Pledged Assets Quotas or any part thereof;; and (gf) subject at all times until the termination of this Agreement pursuant to the Agreed Security PrinciplesSection 15 hereof, from time to time, enter into any additional documents and instruments that are necessary to enable the Collateral Agent to protect the rights created hereby, in connection with the Pledged Assets or with any part of them or to the exercise by the Collateral Agent of any right, power or authority granted herein. FurthermoreGrantor shall, subject to the Agreed Security Principles, the Grantor shall protect the security interest cause any third party other than SIG Combibloc S.A. which may, from time to time, subscribe quotas of the Secured Parties Company, to pledge such quotas in connection accordance with the Pledged Assets against claims terms and demands conditions of any kind; and this Agreement so as to cause 100% (hone hundred per cent) the Grantor shall send a notice in the form of Schedule D hereto to all of the obligors (excluding third party trade debtors) under the Pledged Assets about the pledge created hereunder within 20 (twenty) days counted from the date hereof, and deliver to the Collateral Agent evidence, in form and substance satisfactory to the Collateral Agent that such formality has been duly fulfilled. 5.1. For the avoidance of doubt, nothing in this Agreement shall restrict the Grantor’s right to freely use and dispose capital stock of the Pledged Assets as long as such utilization or disposal is permitted by the Principal Finance Documents and no Enforcement Event has occurred and is continuingCompany to remain pledged to Secured Parties.

Appears in 1 contract

Samples: Quota Pledge Agreement (RenPac Holdings Inc.)

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