Common use of Guarantor Pledge Agreement Clause in Contracts

Guarantor Pledge Agreement. The Guarantor shall have duly authorized, executed and delivered to the Administrative Agent the Guarantor Pledge Agreement substantially in the form of Exhibit G-2 hereto (as modified, supplemented or amended from time to time, the “Guarantor Pledge Agreement”), and shall have delivered to the Administrative Agent all of the certificated Guarantor Pledge Agreement Collateral referred to therein (to the extent required to be pledged by the Guarantor Pledge Agreement), together with duly executed and undated stock powers, or, if any Guarantor Pledge Agreement Collateral are uncertificated securities, confirmation and evidence reasonably satisfactory to the Administrative Agent that the security interest in such uncertificated securities has been transferred to and perfected by the Administrative Agent for the benefit of the Lenders in accordance with Article 8 of the Uniform Commercial Code, as in effect in the State of New York, and all laws otherwise applicable to the perfection of the pledge of such shares; and the Administrative Agent and its counsel shall be satisfied that: (i) the Lien granted to the Administrative Agent, for the benefit of the Secured Creditors, in the Guarantor Pledge Agreement Collateral is a first priority security interest; and (ii) no Lien exists on any of the Guarantor Pledge Agreement Collateral other than the Lien created in favor of the Administrative Agent, for the benefit of the Secured Creditors, pursuant to the Guarantor Pledge Agreement.

Appears in 3 contracts

Samples: Credit Agreement (Strategic Hotels & Resorts, Inc), Credit Agreement (Strategic Hotels & Resorts, Inc), Credit Agreement (Strategic Hotels & Resorts, Inc)

AutoNDA by SimpleDocs

Guarantor Pledge Agreement. The Guarantor shall have duly authorized, executed and delivered to the Administrative Agent the Guarantor Pledge Agreement substantially in the form of Exhibit G-2 hereto (as modified, supplemented or amended from time to time, the "Guarantor Pledge Agreement"), and shall have delivered to the Administrative Agent all of the certificated Guarantor Pledge Agreement Collateral referred to therein (to the extent required to be pledged by the Guarantor Pledge Agreement), together with duly executed and undated stock powers, or, if any Guarantor Pledge Agreement Collateral are uncertificated securities, confirmation and evidence reasonably satisfactory to the Administrative Agent that the security interest in such uncertificated securities has been transferred to and perfected by the Administrative Agent for the benefit of the Lenders in accordance with Article 8 of the Uniform Commercial Code, as in effect in the State of New York, and all laws otherwise applicable to the perfection of the pledge of such shares; and the Administrative Agent and its counsel shall be satisfied that: (i) the Lien granted to the Administrative Agent, for the benefit of the Secured Creditors, in the Guarantor Pledge Agreement Collateral is a first priority security interest; and (ii) no Lien exists on any of the Guarantor Pledge Agreement Collateral other than the Lien created in favor of the Administrative Agent, for the benefit of the Secured Creditors, pursuant to the Guarantor Pledge Agreement.

Appears in 1 contract

Samples: Credit Agreement (Strategic Hotel Capital Inc)

AutoNDA by SimpleDocs
Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!