Joint and Several Obligations of Pledgors. (a) Each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the Secured Creditors, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them. (b) Each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Obligations arising under this Pledge Agreement, the other Financing Documents and any other documents relating to the Senior Secured Obligations, it being the intention of the parties hereto that all the Senior Secured Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them. (c) Notwithstanding any provision to the contrary contained herein, in any other of the Financing Documents or in any other documents relating to the Senior Secured Obligations, the obligations of each Guarantor under the Intercreditor Agreement, the other Financing Documents and the documents relating to the Senior Secured Obligations shall be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Debtor Relief Laws or any comparable provisions of any applicable state law. [Signature Pages Follow] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORS: RUBY TUESDAY, INC., a Georgia corporation By:/s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Senior Vice President RTBD, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: President RT FINANCE, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY GC CARDS, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT TAMPA FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT ORLANDO FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT NEW YORK FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT SOUTHWEST FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIANA FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT KENTUCKY RESTAURANT HOLDINGS, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FLORIDA EQUITY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 Accepted and agreed to as of the date first above written. BANK OF AMERICA, N.A., as Collateral Agent Title: Assistant Vice President CHAR1\1042960v9 CHAR1\1042960v9 FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to the following shares of capital stock of ____________________, a ____________ corporation:
Appears in 2 contracts
Samples: Pledge Agreement (Ruby Tuesday Inc), Loan Facility Agreement and Guaranty (Ruby Tuesday Inc)
Joint and Several Obligations of Pledgors. (a) Each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the Secured CreditorsParties, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtorprimary obligor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Obligations arising under this Pledge Agreement, the other Financing Loan Documents and any other documents relating to the Senior Secured Obligations, it being the intention of the parties hereto that all the Senior Secured Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, in any other of the Financing Loan Documents or in any other documents relating to the Senior Secured Obligations, the obligations of each Guarantor under the Intercreditor Credit Agreement, the other Financing Loan Documents and the documents relating to the Senior Secured Obligations shall be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Debtor Relief Laws Section 548 of the Bankruptcy Code or any comparable provisions of any applicable state law. [Signature Pages Follow] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORS: RUBY TUESDAYNOODLES & COMPANY, a Delaware corporation By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Executive Vice President a Colorado corporation By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Vice President a Colorado corporation By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Vice President a Colorado corporation By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Vice President a Colorado corporation By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Vice President a Wisconsin corporation By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Vice President a Minnesota corporation By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: President an Illinois corporation By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Vice President a Virginia corporation By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Vice President a Maryland corporation By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Assistant Secretary a Maryland limited liability company By: Noodles & Company, a Delaware corporation, its Class A Member By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Executive Vice President a Maryland limited liability company By: Noodles & Company, a Delaware corporation, its Class A Member By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Executive Vice President a Maryland limited liability company By: Noodles & Company, a Delaware corporation, its Class A Member By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Executive Vice President a Maryland corporation By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Vice President a Maryland corporation By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Assistant Secretary a Maryland corporation By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Assistant Secretary a Kansas limited liability company By: TNSC, Inc., a Colorado corporation, its Member By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Vice President a Delaware corporation By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: President as Administrative Agent By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Assistant Vice President PLEDGEES: TNSC, INC., a Georgia Colorado corporation By:/s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Senior Vice President RTBD, INC. By: /s/ Xxxxxxxxxx Xxxx X. Xxxxx Xxxxxxx Name:Xxxxxxxxxx : Xxxx X. Xxxxx Title: President RT FINANCE, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Xxxxxxx Title: Vice President RUBY TUESDAY GC CARDS, INC. a Colorado corporation By: /s/ Xxxxxxxxxx Xxxx X. Xxxxx Xxxxxxx Name:Xxxxxxxxxx : Xxxx X. Xxxxx Xxxxxxx Title: Vice President RT TAMPA FRANCHISE, LP a Colorado corporation By: /s/ Xxxxxxxxxx Xxxx X. Xxxxx Xxxxxxx Name:Xxxxxxxxxx : Xxxx X. Xxxxx Xxxxxxx Title: Vice President RT ORLANDO FRANCHISE, LP a Colorado corporation By: /s/ Xxxxxxxxxx Xxxx X. Xxxxx Xxxxxxx Name:Xxxxxxxxxx : Xxxx X. Xxxxx Xxxxxxx Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISE, LP a Wisconsin corporation By: /s/ Xxxxxxxxxx Xxxx X. Xxxxx Xxxxxxx Name:Xxxxxxxxxx : Xxxx X. Xxxxx Xxxxxxx Title: Vice President RT NEW YORK FRANCHISE, LLC a Minnesota corporation By: /s/ Xxxxxxxxxx Xxxx X. Xxxxx Xxxxxxx Name:Xxxxxxxxxx : Xxxx X. Xxxxx Xxxxxxx Title: President an Illinois corporation By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Vice President RT SOUTHWEST FRANCHISE, LLC a Virginia corporation By: /s/ Xxxxxxxxxx Xxxx X. Xxxxx Xxxxxxx Name:Xxxxxxxxxx : Xxxx X. Xxxxx Xxxxxxx Title: Vice President RT MICHIANA FRANCHISE, LLC a Maryland corporation By: /s/ Xxxxxxxxxx Xxxx X. Xxxxx Xxxxxxx Name:Xxxxxxxxxx : Xxxx X. Xxxxx Xxxxxxx Title: Assistant Secretary a Maryland limited liability company By: Noodles & Company, a Delaware corporation, its Class A Member By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Executive Vice President a Maryland limited liability company By: Noodles & Company, a Delaware corporation, its Class A Member By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Executive Vice President a Maryland limited liability company By: Noodles & Company, a Delaware corporation, its Class A Member By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Executive Vice President a Maryland corporation By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC a Maryland corporation By: /s/ Xxxxxxxxxx Xxxx X. Xxxxx Xxxxxxx Name:Xxxxxxxxxx : Xxxx X. Xxxxx Xxxxxxx Title: Assistant Secretary a Maryland corporation By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Assistant Secretary By: TNSC, Inc., a Colorado corporation, its Member By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Vice President RT KENTUCKY RESTAURANT HOLDINGS, LLC a Delaware corporation By: /s/ Xxxxxxxxxx Xxxx X. Xxxxx Xxxxxxx Name:Xxxxxxxxxx : Xxxx X. Xxxxx Xxxxxxx Title: Vice President RT FLORIDA EQUITYTNSC, Inc. The Noodle Shop, Co. — Colorado, Inc. 1,000 2 100% Noodles & Company TNSC, Inc. 1,000 1 100% Noodles & Company Noodles & Company Services Corp. 1,000 1 100% Noodles & Company Noodles & Company Finance Corp. 1,000 1 100% Noodles & Company The Noodle Shop, Co. — Illinois, Inc. 1,000 1 100% TNSC, Inc. The Noodle Shop, Co. — Kansas, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGCN/A N/A 100% Noodles & Company The Noodle Shop, Co. — Maryland, Inc. 1,000 1 100% Noodles & Company The Noodle Shop, Co. — College Park, LLC By: /s/ N/A N/A 75% Noodles & Company The Noodle Shop, Co. — Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISECounty, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 Accepted and agreed to as of the date first above written. BANK OF AMERICA, N.A., as Collateral Agent Title: Assistant Vice President CHAR1\1042960v9 CHAR1\1042960v9 FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to the following shares of capital stock of ____________________, a ____________ corporation:Maryland 100 1 100%
Appears in 2 contracts
Samples: Pledge Agreement (NOODLES & Co), Pledge Agreement (NOODLES & Co)
Joint and Several Obligations of Pledgors. (a) Each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the holders of the Secured CreditorsObligations, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Obligations arising under this Pledge Agreement, the other Financing Loan Documents and any other documents relating to the Senior Secured Obligations, it being the intention of the parties hereto that all the Senior Secured Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, in any other of the Financing Loan Documents or in any other documents relating to the Senior Secured Obligations, the obligations of each Guarantor under the Intercreditor Agreement, Credit Agreement and the other Financing Loan Documents and the documents relating to the Senior Secured Obligations shall be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Debtor Relief Laws Section 548 of the Bankruptcy Code or any comparable provisions of any applicable state law. [Signature Pages Follow] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORS: RUBY TUESDAYICT GROUP, INC., a Georgia Pennsylvania corporation By:/s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Senior Vice President RTBD, INC. By: /s/ Xxxxxxxxxx Xxxxxxx X. Xxxxx Xxxxxxxxxxxxx Name:Xxxxxxxxxx : Xxxxxxx X. Xxxxx Xxxxxxxxxxxxx Title: President RT FINANCEChief Financial Officer, Assistant Secretary YARDLEY ENTERPRISES, INC. ., a Delaware corporation By: /s/ Xxxxxxxxxx Xxxxxxx X. Xxxxx Xxxxxxxxxxxxx Name:Xxxxxxxxxx : Xxxxxxx X. Xxxxx Xxxxxxxxxxxxx Title: Vice President RUBY TUESDAY GC CARDSChief Financial Officer, Treasurer ICT INTERNATIONAL, INC. ., a Delaware corporation By: /s/ Xxxxxxxxxx Xxxxxxx X. Xxxxx Xxxxxxxxxxxxx Name:Xxxxxxxxxx : Xxxxxxx X. Xxxxx Xxxxxxxxxxxxx Title: Vice President RT TAMPA FRANCHISEChief Financial Officer, LP Treasurer HARVEST RESOURCES, INC., a Delaware corporation By: /s/ Xxxxxxxxxx Xxxxxxx X. Xxxxx Xxxxxxxxxxxxx Name:Xxxxxxxxxx : Xxxxxxx X. Xxxxx Xxxxxxxxxxxxx Title: Vice President RT ORLANDO FRANCHISEChief Financial Officer, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT NEW YORK FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT SOUTHWEST FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIANA FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT KENTUCKY RESTAURANT HOLDINGS, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FLORIDA EQUITY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 Treasurer Accepted and agreed to as of the date first above written. BANK OF AMERICA, N.A., as Collateral Administrative Agent By: /s/ Xxxxxxx Xxxxxxxx Name: Xxxxxxx Xxxxxxxx Title: Assistant Vice President CHAR1\1042960v9 CHAR1\1042960v9 ICT Group, Inc. Yardley Enterprises, Inc. 100 2 100% ICT Group, Inc. ICT International, Inc. 3,000 1 100% ICT Group, Inc. Eurotel Marketing Limited 334,330 N/A 65% ICT Group, Inc. ICT Australia Pty Limited 65 2 65% ICT Group, Inc. ICT/Canada Marketing, Inc. 10 980 A-1 B-4 100% 49% Yardley Enterprises, Inc. Harvest Resources, Inc. 100 3 100% ICT Group, Inc. ICT Barbados, Inc. See Note 1 See Note 1 65% ICT Group, Inc. ICT Marketing Services of Mexico, S. de X.X. de C.V. See Note 1 See Note 1 65% ICT Group, Inc. ICT Marketing Services of Asia Pacific Pte. Ltd. See Note 1 See Note 1 65%
Note 1: The Borrower covenants and agrees to deliver stock certificates representing 65% of the outstanding capital stock of each of ICT Barbados, Inc., ICT Marketing Services of Mexico, S. de X.X. de C.V. and ICT Marketing Services of Asia Pacific Pte. Ltd. to the Administrative Agent within 90 days of the Closing Date (together with related undated stock powers executed in blank). Upon receipt thereof by the Administrative Agent, the Administrative Agent will insert the stock certificate number and the number of shares into this Schedule 2(a). FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to the following shares of capital stock of ____________________, a ____________ corporation:
Appears in 1 contract
Samples: Pledge Agreement (Ict Group Inc)
Joint and Several Obligations of Pledgors. (a) Each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the holders of the Secured CreditorsObligations, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Obligations arising under this Pledge Agreement, the other Financing Loan Documents and any other documents relating to the Senior Secured Obligations, it being the intention of the parties hereto that all the Senior Secured Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, in any other of the Financing Loan Documents or in any other documents relating to the Senior Secured Obligations, the obligations of each Guarantor under the Intercreditor Agreement, Credit Agreement and the other Financing Loan Documents and the documents relating to the Senior Secured Obligations shall be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Debtor Relief Laws Section 548 of the Bankruptcy Code or any comparable provisions of any applicable state law. [Signature Pages Follow] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORS: RUBY TUESDAYFTI CONSULTING, INC., a Georgia Maryland corporation By:/s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Senior Vice President RTBD, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Theodore I. Pincus Name:Xxxxxxxxxx X. Xxxxx : Theodore I. Pxxxxx Title: Chief Financixx Xxxxxxx xxx Xxxcutive Vice President RT FINANCEFTI CORPORATE RECOVERY, INC. ., a Maryland corporation FTI LITIGATION CONSULTING, LLC, a Maryland limited liability company KAHN CONSULTING, INC., a New York corpoxxxxon KLICK, KENT & ALLEN, INC., a Virginia cxxxxxxxxxx POLICANO & MANZO, L.L.C., a New Jersey xxxxxxx liaxxxxxy company TECHNOLOGY & FINANCIAL CONSULTING, INC., a Texas corporation TEKLICON, INC., a California corporation FTI OHIO, INC., an Ohio corporation FTI (ANNAPOLIS), LLC, a Maryland limited liability company DAS BUSINESS, LLC, a Maryland limited liability company FTI TEN EYCK, LLC, a Maryland limited liability company LI ACQUISITION COMPANY, LLC, a Maryland limited liability company By: /s/ Xxxxxxxxxx X. Xxxxx Theodore I. Pincus Name:Xxxxxxxxxx X. Xxxxx : Theodore I. Pxxxxx ` Title: Vice President RUBY TUESDAY GC CARDS, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT TAMPA FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT ORLANDO FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT NEW YORK FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT SOUTHWEST FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIANA FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT KENTUCKY RESTAURANT HOLDINGS, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FLORIDA EQUITY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 Treasurer of xxxx xx xxx xxxxxxing Pledgors Accepted and agreed to as of the date first above written. BANK OF AMERICA, N.A., as Collateral Administrative Agent By: /s/ Michael J. Landini Name: Michael J. Landini Title: Assistant Senior Vice President CHAR1\1042960v9 CHAR1\1042960v9 FOR VALUE RECEIVEDPrxxxxxxx Schedule 2(a) ------------- Pledged Shares Number of Certificate Percentage Pledgor Issuer Shares Number Ownership FTI Consulting, Inc. FTI (Annapolis), LLC 1,000 uncertificated 100% FTI Consulting, Inc. FTI Corporate Recovery, Inc. 1,000 1 100% FTI Consulting, Inc. FTI Litigation Consulting, LLC 1,000 uncertificated 100% FTI Consulting, Inc. FTI Merger & Acquisition 1,000 uncertificated 100% Advisors, LLC FTI Consulting, Inc. Kahn Consulting, Inc. 2,000 10 100% XXI Consulting, Inc. Klick, Kent & Allen, Inc. 400 15 100% XXX Xxxxxltixx, Xnc. Policano & Manzo, L.L.C. not uncertificated 100% quantified FTI Consulting, Inc. FTI Ohio, Inc. 60 13 100% FTI Consulting, Inc. Technology & Financial 10,000 3 100% Consulting, Inc. FTI Consulting, Inc. Teklicon, Inc. 100 7 100% FTI Consulting, Inc. FTI Ten Eyck, LLC 1,000 uncertificated 100% FTI Consulting, Inc. DAS Business, LLC 1,000 uncertificated 100% FTI Consulting, Inc. LI Acquisition Company, LLC 1,000 uncertificated 100% FTI Consulting, Inc. FTI Consulting Limited 650 See Note 1 65% FTI Consulting, Inc. FTI Financial Services Limited 650 See Note 1 65%
1. Stock certificates representing 65% of the undersigned hereby sells, assigns and transfers to the following shares of outstanding capital stock of ____________________each of FTI Consulting Limited and FTI Financial Services Limited will be delivered to the Administrative Agent within 90 days of the Closing Date (together with related undated stock powers executed in blank). Upon receipt thereof by the Administrative Agent, a ____________ corporation:the Administrative Agent will insert the stock certificate number into this Schedule 2(a).
Appears in 1 contract
Joint and Several Obligations of Pledgors. (a) Each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the holders of the Secured CreditorsObligations, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Obligations arising under this Pledge Agreement, the other Financing Credit Documents and any other documents relating to the Senior Secured Obligations, it being the intention of the parties hereto that all the Senior Secured Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, in any other of the Financing Credit Documents or in any other documents relating to the Senior Secured Obligations, the obligations of each Guarantor under the Intercreditor Agreement, Credit Agreement and the other Financing Credit Documents and the documents relating to the Senior Secured Obligations shall be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Debtor Relief Laws Section 548 of the Bankruptcy Code or any comparable provisions of any applicable state law. [Signature Pages Follow] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORS: RUBY TUESDAYACCREDO HEALTH, INCORPORATED, a Delaware corporation By:_____________________________________ Name: Thomas W. Bell, Jr. Title: Secretary SOUTHERN HEALTH SYSTEMS, INC., a Tennessee corporation NOVA FACTOR, INC., a Tennessee corporation HEMOPHILIA HEALTH SERVICES, INC., a Tennessee corporation PHARMACARE RESOURCES INC., a New York corporation SUNRISE HEALTH MANAGEMENT, INC., a Georgia corporation By:/s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Senior Vice President RTBDBIO PARTNERS IN CARE, INC., a Missouri corporation GENTIVA HEALTH SERVICES (QUANTUM) CORP., a Delaware corporation GENTIVA HEALTH SERVICES (INFUSION), INC., a Delaware corporation GENTIVA HEALTH RESOURCES, INC. (NEW YORK), a New York corporation By:_____________________________________ Name: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Thomas W. Bell, Jr. Title: President RT FINANCE, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY GC CARDS, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT TAMPA FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT ORLANDO FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT NEW YORK FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT SOUTHWEST FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIANA FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT KENTUCKY RESTAURANT HOLDINGS, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FLORIDA EQUITY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 Secretary of each of the foregoing Pledgors [Signature pages continue] Accepted and agreed to as of the date first above written. BANK OF AMERICA, N.A., as Collateral Agent By:________________________ Name: Title: Assistant Vice President CHAR1\1042960v9 CHAR1\1042960v9 SCHEDULES Schedule 2(a) Pledged Stock Schedule 4(a) Form of Stock Power Schedule 2(a) Pledged Stock Class of Number of Certificate Percentage of Pledgor Issuer Capital Stock Shares Number Capital Stock Accredo Health, Incorporated Southern Health Systems, Inc. Common 10,000,000 3 100% Southern Health Systems, Inc. Nova Factor, Inc. Common 100 1 100% Accredo Health, Incoporated Hemophilia Health Services, Inc. Common 100 4 100% Accredo Health, Incoporated Pharmacare Resources Inc. Common 20 4 100% Hemophilia Health Services, Inc. Sunrise Health Management, Inc. Common 954,777 28 100% Accredo Health, Incoporated Bio Partners In Care, Inc. Common 999,997 8 100% Accredo Health, Incoporated Gentiva Health Services (Quantum) Corp. Common 1,000 5 100% Accredo Health, Incoporated Gentiva Health Services (Infusion), Inc. Common 1,000 5 100% Gentiva Health Services (Quantum) Corp. Gentiva Health Resources, Inc. (New York) Common 100 2 100% Schedule 4(a) Irrevocable Stock Power FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to the following shares of capital stock of ____________________[ISSUER], a ____________ corporation:
Appears in 1 contract
Joint and Several Obligations of Pledgors. (a) Each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the Secured CreditorsParties under the Financing Documents, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Pledgor Obligations arising under this Pledge Agreement, the other Financing Documents and any other documents relating to the Senior Secured ObligationsHedging Agreements between any Pledgor and any Lender, or any Affiliate of a Lender, it being the intention of the parties hereto that all the Senior Secured Pledgor Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, in any other of the Financing Documents or in any other documents relating to the Senior Secured ObligationsHedging Agreement between any Pledgor and any Lender, or any Affiliate of a Lender, the obligations of each Guarantor under the Intercreditor Agreement, the other Financing Documents and the documents relating to the Senior Secured Obligations Pledgor shall be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Debtor Relief Laws Section 548 of the Bankruptcy Code or any comparable provisions of any applicable state law. [Signature Pages Follow] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORSBORROWER: RUBY TUESDAY, INC., a Georgia corporation By:/s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Senior Vice President RTBD, LINCARE HOLDINGS INC. By: /s/ Xxxxxxxxxx Xxxx X. Xxxxx Name:Xxxxxxxxxx : Xxxx X. Xxxxx Title: President RT FINANCEChief Financial Officer/Secretary GUARANTORS: LINCARE INC. LINCARE PROCUREMENT INC. LINCARE ASSET MANAGEMENT LP By: Lincare Holdings Inc., a Delaware corporation, its general partner LINCARE OF NEW YORK INC. LINCARE PHARMACY SERVICES INC. LINCARE LICENSING INC. CONVACARE SERVICES INC. LINCARE TRAVEL INC. By: /s/ Xxxxxxxxxx Xxxx X. Xxxxx Name:Xxxxxxxxxx : Xxxx X. Xxxxx Title: Vice President RUBY TUESDAY GC CARDS, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT TAMPA FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT ORLANDO FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT NEW YORK FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT SOUTHWEST FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIANA FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT KENTUCKY RESTAURANT HOLDINGS, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FLORIDA EQUITY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 Chief Financial Officer/Secretary Accepted and agreed to as of the date first above written. BANK OF AMERICA, N.A., as Collateral Agent By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Assistant Vice President CHAR1\1042960v9 CHAR1\1042960v9 FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to Principal Lincare Inc. 500 5 100% Lincare Procurement Inc. 1,000 1 100% Lincare Travel Inc. 1,000 1 100% Convacare Services Inc. 1,280,500 128 100% Lincare of New York Inc. 100 1 100% Lincare Pharmacy Services Inc. 1,000 2 100% Lincare Licensing Inc. 1,000 2 100% Lincare Asset Management LP 1% General Pledgor: LINCARE INC. 99% General Lincare Asset Management LP the following shares of capital stock of ____________________, a ____________ corporation:
Appears in 1 contract
Joint and Several Obligations of Pledgors. (a) Each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the Secured CreditorsLenders under the Credit Agreement, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Pledgor Obligations arising under this Pledge Agreement, the other Financing Credit Documents and any other documents relating to the Senior Secured ObligationsHedging Agreements, it being the intention of the parties hereto that all the Senior Secured Pledgor Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, herein or in any other of the Financing Documents Credit Documents, to the extent the obligations of a Guarantor shall be adjudicated to be invalid or in unenforceable for any other documents reason (including, without limitation, because of any applicable state or federal law relating to the Senior Secured Obligations, fraudulent conveyances or transfers) then the obligations of each Guarantor under the Intercreditor Agreement, the other Financing Documents and the documents relating to the Senior Secured Obligations hereunder shall be limited to an aggregate amount equal to the largest maximum amount that would not render such obligations subject to avoidance is permissible under Debtor Relief Laws applicable law (whether federal or any comparable provisions of any applicable state lawand including, without limitation, the Bankruptcy Code). [Signature Pages FollowThe remainder of this page is intentionally left blank.] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORSBORROWER: RUBY TUESDAY, INCINSIGHT HEALTH SERVICES CORP., a Georgia Delaware corporation By:/s/ Xxxxxxxxxx X. Xxxxx By: Name:Xxxxxxxxxx : Title: GUARANTORS: INSIGHT HEALTH CORP. By: Name: Xxxxxx X. Xxxxx Title: Senior Executive Vice President RTBDPresident, Chief Financial Officer and Secretary RADIOLOGY SERVICES CORP. By: Name: Xxxxxx X. Xxxxx Title: Executive Vice President, Chief Financial Officer and Secretary OPEN MRI, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx : Xxxxxx X. Xxxxx Title: President RT FINANCEExecutive Vice President, Chief Financial Officer and Secretary MAXUM HEALTH CORP. By: Name: Xxxxxx X. Xxxxx Title: Executive Vice President, Chief Financial Officer and Secretary [Signatures Continued] RADIOSURGERY CENTERS, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx : Xxxxxx X. Xxxxx Title: Executive Vice President RUBY TUESDAY GC CARDSPresident, Chief Financial Officer and Secretary MTS ENTERPRISES, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx : Xxxxxx X. Xxxxx Title: Executive Vice President RT TAMPA FRANCHISEPresident, LP Chief Financial Officer and Secretary QUEST FINANCIAL SERVICES, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx : Xxxxxx X. Xxxxx Title: Executive Vice President RT ORLANDO FRANCHISEPresident, LP Chief Financial Officer and Secretary MAXUM HEALTH SERVICES CORP. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx : Xxxxxx X. Xxxxx Title: Executive Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISEPresident, LP Chief Financial Officer and Secretary DIAGNOSTEMPS, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx : Xxxxxx X. Xxxxx Title: Executive Vice President RT NEW YORK FRANCHISEPresident, LLC Chief Financial Officer and Secretary [Signatures Continued] DIAGNOSTIC SOLUTIONS CORP. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx : Xxxxxx X. Xxxxx Title: Executive Vice President RT SOUTHWEST FRANCHISEPresident, LLC Chief Financial Officer and Secretary MAXUM HEALTH SERVICES OF NORTH TEXAS, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx : Xxxxxx X. Xxxxx Title: Executive Vice President RT MICHIANA FRANCHISEPresident, LLC Chief Financial Officer and Secretary MAXUM HEALTH SERVICES OF ARLINGTON, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx : Xxxxxx X. Xxxxx Title: Executive Vice President RT FRANCHISE ACQUISITIONPresident, LLC Chief Financial Officer and Secretary MAXUM HEALTH SERVICES OF DALLAS, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx : Xxxxxx X. Xxxxx Title: Executive Vice President RT KENTUCKY RESTAURANT HOLDINGSPresident, LLC Chief Financial Officer and Secretary NDDC, INC.. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx : Xxxxxx X. Xxxxx Title: Executive Vice President RT FLORIDA EQUITYPresident, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 Chief Financial Officer and Secretary Accepted and agreed to in Charlotte, North Carolina as of the date first above written. BANK OF AMERICANATIONSBANK, N.A., as Collateral Agent By: Name: Title: Assistant Vice President CHAR1\1042960v9 CHAR1\1042960v9 FOR VALUE RECEIVEDSchedule 2(a) to Pledge Agreement dated as of October 14, the undersigned hereby sells1997 in favor of NationsBank, assigns and transfers to the following shares of capital stock of ____________________, a ____________ corporation:N.A. as Agent PLEDGED STOCK
Appears in 1 contract
Joint and Several Obligations of Pledgors. (a) Each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the holders of the Secured CreditorsObligations, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Obligations arising under this Pledge Agreement, the other Financing Loan Documents and any other documents relating to the Senior Secured Obligations, it being the intention of the parties hereto that all the Senior Secured Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, in any other of the Financing Loan Documents or in any other documents relating to the Senior Secured Obligations, the obligations of each Guarantor under the Intercreditor Agreement, Agreement and the other Financing Loan Documents and the documents relating to the Senior Secured Obligations shall be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Debtor Relief Laws Section 548 of the Bankruptcy Code or any comparable provisions of any applicable state law. [Signature Pages Follow] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORS: RUBY TUESDAYiPAYMENT, INC., a Georgia Delaware corporation By:/s/ Xxxxxxxxxx By: /s/ Xxxxxx X. Xxxxx Xxxxxxx Name:Xxxxxxxxxx X. Xxxxx : Title: Senior iPAYMENT HOLDINGS, INC., a Delaware corporation By: /s/ Xxxxxx X. Xxxxxxx Name: Title: CAMBRIDGE ACQUISITION SUB, LLC iFUNDS CASH SOLUTIONS, LLC iPAYMENT ACQUISITION SUB LLC iSCAN SOLUTIONS, LLC MSC ACQUISITION SUB, LLC PCS ACQUISITION SUB, LLC By: iPayment, Inc., as Sole Member By: /s/ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Yazian Title: Executive Vice President RTBDPresident, General Counsel and Secretary 1ST NATIONAL PROCESSING, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: President RT FINANCECARDPAYMENT SOLUTIONS, L.L.C. CARDSYNC PROCESSING, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY GC CARDSE-COMMERCE EXCHANGE, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT TAMPA FRANCHISEiPAYMENT OF CALIFORNIA, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT ORLANDO FRANCHISELLC iPAYMENT OF MAINE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISEINC. NPMG ACQUISITION SUB, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT NEW YORK FRANCHISELLC ONLINE DATA CORP. QUAD CITY ACQUISITION SUB., INC. TS ACQUISITION SUB, LLC By: /s/ Xxxxxxxxxx Xxxxxx X. Xxxxx Xxxxxxx Name:Xxxxxxxxxx X. Xxxxx : Title: Vice President RT SOUTHWEST FRANCHISEXxxxxx X. Xxxxxxx Secretary iPAYMENT HOLDINGS, LLC INC., a Delaware corporation By: /s/ Xxxxxxxxxx Xxxx X. Xxxxx Xxxxxxxx Name:Xxxxxxxxxx X. Xxxxx : Title: Vice President RT MICHIANA FRANCHISE, LLC By: /s/ Xxxxxxxxxx Xxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT KENTUCKY RESTAURANT HOLDINGS, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FLORIDA EQUITY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 Xxxxxxxx Treasurer and Secretary Accepted and agreed to as of the date first above written. BANK OF AMERICAJPMORGAN CHASE BANK, N.A., as Collateral Administrative Agent By: /s/ Xxx X. Xxxxx Name: Title: Assistant Xxx X. Xxxxx Vice President CHAR1\1042960v9 CHAR1\1042960v9 iPayment Holdings, Inc. iPayment, Inc. 100 1 100% iPayment, Inc. iPayment of California, LLC (f/k/a iPayment of California, Inc., which was f/k/a iPayment, Inc., which was f/k/a Xxxxxxx Hills Acquisition Corp.) N/A N/A 100% iPayment, Inc. 1ST National Processing, Inc. (f/k/a First Acquisition Company, Inc.) 100 3 100% iPayment, Inc. E-Commerce Exchange, Inc. 1,000 2 100% iPayment, Inc. Online Data Corp. 1,000 2 100% iPayment, Inc. iPayment of Maine, Inc. 1,000 2 100% iPayment, Inc. CardSync Processing, Inc. 1,000 1 100% iPayment, Inc. Quad City Acquisition Sub, Inc. 1,000 1 100% iPayment, Inc. CardPayment Solutions, L.L.C. (f/k/a CPS Acquisition Sub, L.L.C.) N/A N/A 100% iPayment, Inc. iPayment Acquisition Sub LLC N/A N/A 100% iPayment, Inc. TS Acquisition Sub LLC N/A N/A 100% iPayment, Inc. PCS Acquisition Sub, LLC N/A N/A 100% iPayment, Inc. NPMG Acquisition Sub, LLC N/A N/A 100% iPayment, Inc. iScan Solutions, LLC N/A N/A 100% iPayment, Inc MSC Acquisition Sub, LLC N/A N/A 100% iPayment, Inc. iFunds Cash Solutions, LLC N/A N/A 100% iPayment, Inc. Cambridge Acquisition Sub, LLC N/A N/A 100% FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to the following shares of capital stock of ____________________, a ____________ corporation:
Appears in 1 contract
Samples: Pledge Agreement (Ipayment Inc)
Joint and Several Obligations of Pledgors. (a) Each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the holders of the Secured CreditorsObligations, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Obligations arising under this Pledge Agreement, the other Financing Loan Documents and any other documents relating to the Senior Secured Obligations, it being the intention of the parties hereto that all the Senior Secured Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, in any other of the Financing Loan Documents or in any other documents relating to the Senior Secured Obligations, the obligations of each Guarantor under the Intercreditor Agreement, Credit Agreement and the other Financing Loan Documents and the documents relating to the Senior Secured Obligations shall be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Debtor Relief Laws Section 548 of the Bankruptcy Code or any comparable provisions of any applicable state law. [Signature Pages Follow] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORS: RUBY TUESDAYArdent Health Partners, INC.LLC AHP Health Partners, a Georgia corporation By:/s/ Inc. Ardent Legacy Holdings, LLC AHS Legacy Operations LLC LHP Hospital Group, Inc. AHS Newco 17, LLC AHS Newco 18, LLC AHS Oklahoma, Inc. AHS Hillcrest Healthcare System, LLC AHS Management Company, Inc. AHS East Texas Health System, LLC BSA Health System of Amarillo, LLC AHS New Mexico Holdings, Inc. AHS Kansas Health System, Inc. AHS Albuquerque Holdings, LLC AHS Oklahoma Heart, LLC AHS Cushing Hospital, LLC AHS Oklahoma Orthopedic ACE, LLC AHS Henryetta Hospital, LLC AHS Management Services of Oklahoma, LLC AHS Pryor Hospital, LLC BSA Health System Management, LLC BSA Health System Holdings, LLC BSA Physicians Group, Inc. BSA Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Senior Vice President RTBDPhysicians, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: President RT FINANCEInc. BSA Amarillo Diagnostic Clinic, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY GC CARDSInc. LHP Operations Co., INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT TAMPA FRANCHISELLC LHP Management Services, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT ORLANDO FRANCHISELLC LHP Texas Physicians, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISELLC LHP Montclair LLC LHP Pascack Valley, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT NEW YORK FRANCHISELLC LHP Pocatello, LLC LHP HH/Killeen, LLC LHP Bay County, LLC LHP IT Services, LLC LHP Texas MD Services, Inc. Athens Hospital, LLC Carthage Hospital, LLC Xxxxxxxxx Hospital, LLC Jacksonville Hospital, LLC Pittsburg Hospital, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT SOUTHWEST FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIANA FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT KENTUCKY RESTAURANT ARDENT LEGACY HOLDINGS, LLC PITTSBURG HOSPITAL, LLC AHS LEGACY OPERATIONS LLC QUITMAN HOSPITAL, LLC LHP HOSPITAL GROUP, INC. TYLER REGIONAL HOSPITAL, LLC AHS NEWCO 17, LLC REHABILITATION HOSPITAL, LLC AHS NEWCO 18, LLC SPECIALTY HOSPITAL, LLC AHS OKLAHOMA, INC. AHS OKLAHOMA ORTHOPEDIC ACE, LLC AHS HILLCREST HEALTHCARE SYSTEM, LLC AHS HENRYETTA HOSPITAL, LLC AHS MANAGEMENT COMPANY, INC. AHS MANAGEMENT SERVICES OF OKLAHOMA, LLC BSA HEALTH SYSTEM OF AMARILLO, LLC AHS XXXXX HOSPITAL, LLC AHS NEW MEXICO HOLDINGS, INC. BSA HEALTH SYSTEM MANAGEMENT, LLC AHS KANSAS HEALTH SYSTEM, INC. BSA HEALTH SYSTEM HOLDINGS, LLC AHS ALBUQUERQUE HOLDINGS, LLC BSA PHYSICIANS GROUP, INC. LHS SERVICES, INC. BSA XXXXXXXXXX PHYSICIANS, INC. AHS OKLAHOMA HEART, LLC BSA AMARILLO DIAGNOSTIC CLINIC, INC. AHS XXXXXXX HOSPITAL, LLC LHP OPERATIONS CO., LLC LHP TEXAS MD SERVICES, INC. LHP MANAGEMENT SERVICES, LLC ATHENS HOSPITAL, LLC LHP TEXAS PHYSICIANS, LLC CARTHAGE HOSPITAL, LLC LHP MONTCLAIR LLC XXXXXXXXX HOSPITAL, LLC LHP PASCACK VALLEY, LLC JACKSONVILLE HOSPITAL, LLC LHP POCATELLO, LLC LHP HH/KILLEEN, LLC LHP BAY COUNTY, LLC LHP IT SERVICES, LLC EAST TEXAS HOLDINGS, LLC ETMC PHYSICIAN GROUP, INC. EAST TEXAS AIR ONE, LLC EAST TEXAS HOME HEALTH SERVICES, LLC, By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx : Title: Vice President RT FLORIDA EQUITY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 Accepted and agreed to as of the date first above written. BARCLAYS BANK OF AMERICA, N.A.PLC, as Collateral Administrative Agent By: Name: Title: Assistant Vice President CHAR1\1042960v9 CHAR1\1042960v9 FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to the following shares of capital stock of ____________________, a ____________ corporation:
Appears in 1 contract
Samples: Term Loan Credit Agreement (Ardent Health Partners, LLC)
Joint and Several Obligations of Pledgors. (a) Each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the Secured CreditorsLenders under the Credit Agreement, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Obligations arising under this Pledge Agreement, the other Financing Credit Documents and any the other documents relating to the Senior Secured Obligations, it being the intention of the parties hereto that all the Senior Secured Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, in any other of the Financing Credit Documents or in any other documents relating to the Senior Secured Obligations, the obligations of each Guarantor under the Intercreditor Agreement, Credit Agreement and the other Financing Credit Documents and the documents relating to the Senior Secured Obligations shall be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Debtor Relief Laws Section 548 of the Bankruptcy Code or any comparable provisions of any applicable state law. [Signature Pages Follow] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORSAPRIA HEALTHCARE GROUP INC., By: RUBY TUESDAYName: Title: APRIA HEALTHCARE INC., a Delaware corporation By: Name: Title: APRIA NUMBER TWO INC., a Delaware corporation By: Name: Title: APRIACARE MANAGEMENT SYSTEMS INC., a Delaware corporation By: Name: Title: APRIA HEALTHCARE OF NEW YORK STATE, INC., a Georgia New York corporation By:/s/ Xxxxxxxxxx X. Xxxxx By: Name:Xxxxxxxxxx X. Xxxxx : Title: Senior Vice President RTBDXXXXXXX HOMECARE, INC. ., a Tennesse corporation By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx : Title: President RT FINANCEBIOMEDICAL HOME CARE, INC. ., a North Carolina corporation By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx : Title: Vice President RUBY TUESDAY GC CARDSLIFEPLUS, INC. ., a Massachusetts corporation By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx : Title: Vice President RT TAMPA FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT ORLANDO FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT NEW YORK FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT SOUTHWEST FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIANA FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT KENTUCKY RESTAURANT HOLDINGS, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FLORIDA EQUITY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 Accepted and agreed to as of the date first above written. BANK OF AMERICA, N.A., as Collateral Agent By: Name: Title: Assistant Vice President CHAR1\1042960v9 CHAR1\1042960v9 Pledgor Issuer Number of Shares Certificate Number Percentage Ownership Apria Healthcare Group Inc. Apria Healthcare, Inc. 1,000 1 100% Apria Healthcare, Inc. ApriaCare Management Systems, Inc. 100 1 100% Apria Healthcare, Inc. Apria Healthcare of New York State, Inc. 300 1 100% Apria Healthcare Group, Inc. Apria Number Two, Inc. 100 2 100% Apria Healthcare, Inc. Xxxxxxx Homecare, Inc. 1,000 14 100% Apria Healthcare, Inc. Biomedical Home Care, Inc. 68,000 20 100% Apria Healthcare, Inc. Lifeplus, Inc. 133 13 100% FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to the following shares of capital stock of _____________________, a ____________ corporation: and irrevocably appoints __________________________________ its agent and attorney-in-fact to transfer all or any part of such capital stock and to take all necessary and appropriate action to effect any such transfer. The agent and attorney-in-fact may substitute and appoint one or more persons to act for him. The effectiveness of a transfer pursuant to this stock power shall be subject to any and all transfer restrictions referenced on the face of the certificates evidencing such interest or in the certificate of incorporation or bylaws of the subject corporation, to the extent they may from time to time exist. By: Name: Title: Bank of America, N.A., as Agent for the Lenders 0000 Xxxxxx Xx XX0-000-00-00 Xxx Xxxxxxxxx, XX 00000 Attention: Xxxxxxxxx XxXxxx Ladies and Gentlemen: The undersigned, Apria Healthcare Group Inc. (the “Borrower”), refers to the Fourth Amended and Restated Credit Agreement dated as of November 23, 2004 (as amended, modified, restated or supplemented from time to time, the “Credit Agreement”), among the Borrower, the Guarantors, the Lenders and Bank of America, N.A., as Agent. Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Credit Agreement. The Borrower hereby gives notice pursuant to Section 2.1 of the Credit Agreement that it requests a Revolving Loan advance under the Credit Agreement, and in connection therewith sets forth below the terms on which such Loan advance is requested to be made:
(A) Date of Borrowing (which is Business Day) _______________________
(B) Principal Amount of Borrowing _______________________
(C) Interest rate basis _______________________
(D) Interest Period and the last day thereof _______________________ In accordance with the requirements of Section 5.2, the Borrower hereby reaffirms the representations and warranties set forth in the Credit Agreement as provided in clause (b) of such Section, and confirms that the matters referenced in clauses (c), (d), (e) and (f) of such Section, are true and correct. By: Name: Title: $____________ November [ ], 2004 FOR VALUE RECEIVED, APRIA HEALTHCARE GROUP INC., a Delaware corporation (the “Borrower”), hereby promises to pay to the order of __________________________, its successors and assigns (the “Lender”), at the times set forth in the Fourth Amended and Restated Credit Agreement dated as of the date hereof among the Borrower, the Guarantors, the Lenders and the Agent (as it may be as amended, modified, restated or supplemented from time to time, the “Credit Agreement”; all capitalized terms not otherwise defined herein shall have the meanings set forth in the Credit Agreement), but in no event later than the Maturity Date, in Dollars and in immediately available funds, the principal amount of ________________________DOLLARS ($____________) or, if less than such principal amount, the aggregate unpaid principal amount of all Revolving Loans made by the Lender to the Borrower pursuant to the Credit Agreement, and to pay interest from the date hereof on the unpaid principal amount hereof, in like money, at said office, on the dates and at the rates selected in accordance with Section 2.1(d) of the Credit Agreement. Upon the occurrence and during the continuance of an Event of Default, the balance outstanding hereunder shall bear interest as provided in Section 3.1 of the Credit Agreement. Further, in the event the payment of all sums due hereunder is accelerated under the terms of the Credit Agreement, this Note, and all other indebtedness of the Borrower to the Lender shall become immediately due and payable, without presentment, demand, protest or notice of any kind, all of which are hereby waived by the Borrower. In the event this Note is not paid when due at any stated or accelerated maturity, the Borrower agrees to pay, in addition to the principal and interest, all costs of collection, including reasonable attorneys’ fees. This Note and the Loans evidenced hereby may be transferred in whole or in part only by registration of such transfer on the Register maintained by or on behalf of the Borrower as provided in Section 11.3(c) of the Credit Agreement.
Appears in 1 contract
Joint and Several Obligations of Pledgors. (a) Each Subject to subsection (c) of this Section 26, each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the Secured CreditorsParties, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each Subject to subsection (c) of this Section 26, each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Obligations arising under this Pledge Agreement, the other Financing Loan Documents and any other documents relating to the Senior Secured Obligations, it being the intention of the parties hereto that all the Senior Secured Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, in any other of the Financing Loan Documents or in any other documents relating to the Senior Secured Obligations, the obligations of each Guarantor Pledgor under the Intercreditor Agreement, Credit Agreement and the other Financing Loan Documents and the documents relating to the Senior Secured Obligations shall be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Section 548 of the Bankruptcy Code of the United States or any other applicable Debtor Relief Laws or Law (including any comparable provisions of any applicable state law). [Signature Pages Follow] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORS: RUBY TUESDAYCBEYOND COMMUNICATIONS, INC., a Georgia Delaware corporation By:/s/ Xxxxxxxxxx X. Xxxxx By: Name:Xxxxxxxxxx X. Xxxxx : Title: Senior Vice President RTBDCBEYOND COMMUNICATIONS, LLC, a Delaware limited liability company By: Name: Title: CBEYOND LEASING, INC. ., a Delaware corporation By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx : Title: President RT FINANCECBEYOND LEASING, INC. LP, a Delaware limited partnership By: /s/ Xxxxxxxxxx X. Xxxxx Cbeyond Communications, LLC, its General Partner By: Name:Xxxxxxxxxx X. Xxxxx : Title: Vice President RUBY TUESDAY GC CARDSCBEYOND LEASING OF TEXAS, INC. LLC, a Delaware limited liability company By: /s/ Xxxxxxxxxx X. Xxxxx Cbeyond Leasing, LP, its Sole Member By: Cbeyond Communications, LLC, its General Partners By: Name:Xxxxxxxxxx X. Xxxxx : Title: Vice President RT TAMPA FRANCHISECBEYOND HOLDINGS OF TEXAS, LP LLC, a Delaware limited liability company By: /s/ Xxxxxxxxxx X. Xxxxx Cbeyond Communications, LLC, its Sole Member By: Name:Xxxxxxxxxx X. Xxxxx : Title: Vice President RT ORLANDO FRANCHISECBEYOND COMMUNICATIONS OF TEXAS, LP LP, a Delaware limited partnership By: /s/ Xxxxxxxxxx X. Xxxxx Cbeyond Communications, LLC, its General Partner By: Name:Xxxxxxxxxx X. Xxxxx : Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT NEW YORK FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT SOUTHWEST FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIANA FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT KENTUCKY RESTAURANT HOLDINGS, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FLORIDA EQUITY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 Accepted and agreed to as of the date first above written. BANK OF AMERICA, N.A., as Collateral Administrative Agent By: Name: Title: Assistant Vice President CHAR1\1042960v9 CHAR1\1042960v9 Schedule 2(a) Pledged Stock Exhibit 4(a) Form of Stock Power CBEYOND COMMUNICATIONS, LLC [Subsidiary] FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to the following shares of capital stock Equity Interests of ____________________[ISSUER], a ____________ corporation:
Appears in 1 contract
Joint and Several Obligations of Pledgors. (a) Each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the Secured CreditorsLenders under the Credit Agreement, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Pledgor Obligations arising under this Pledge Agreement, the other Financing Loan Documents and any other documents relating to the Senior Secured ObligationsGuaranteed Swap Contracts, it being the intention of the parties hereto that all the Senior Secured Pledgor Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, herein or in any other of the Financing Documents Loan Documents, or in any other documents relating to the Senior Secured ObligationsGuaranteed Swap Contract, the obligations of each Guarantor under the Intercreditor Agreement, the other Financing Documents and the documents relating to the Senior Secured Obligations Pledgor hereunder shall be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Debtor Relief Laws Section 548 of the Bankruptcy Code or any comparable provisions of any applicable state law. [Signature Pages Follow] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORS: RUBY TUESDAY, INC., a Georgia corporation By:/s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Senior Vice President RTBDCNL RESTAURANT INVESTMENTS, INC. By: /s/ Xxxxxxxxxx //s// XXXXXX X. Xxxxx XXXXXXXXXXX Name:Xxxxxxxxxx : Xxxxxx X. Xxxxx Xxxxxxxxxxx Title: President RT FINANCE, INCSecretary CNL APF GP CORP. By: /s/ Xxxxxxxxxx //s// XXXXXX X. Xxxxx XXXXXXXXXXX Name:Xxxxxxxxxx : Xxxxxx X. Xxxxx Xxxxxxxxxxx Title: Vice President RUBY TUESDAY GC CARDS, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT TAMPA FRANCHISESecretary CNL APF PARTNERS, LP By: /s/ Xxxxxxxxxx CNL APF GP CORP., as General Partner By: //s// XXXXXX X. Xxxxx XXXXXXXXXXX Name:Xxxxxxxxxx : Xxxxxx X. Xxxxx Xxxxxxxxxxx Title: Vice President RT ORLANDO FRANCHISE, LP Secretary CNL RESTAURANT CAPITAL CORP. By: /s/ Xxxxxxxxxx //s// XXXXXX X. Xxxxx XXXXXXXXXXX Name:Xxxxxxxxxx : Xxxxxx X. Xxxxx Xxxxxxxxxxx Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISE, LP Secretary USRP HOLDING CORP. By: /s/ Xxxxxxxxxx //s// XXXXXX X. Xxxxx XXXXXXXXXXX Name:Xxxxxxxxxx : Xxxxxx X. Xxxxx Xxxxxxxxxxx Title: Vice President RT NEW YORK FRANCHISEXxxxxxxxx XXXX (XXXXXXX) 0, LLC By: /s/ Xxxxxxxxxx CNL RESTAURANT CAPITAL CORP., as Manager By: //s// XXXXXX X. Xxxxx XXXXXXXXXXX Name:Xxxxxxxxxx : Xxxxxx X. Xxxxx Xxxxxxxxxxx Title: Vice President RT SOUTHWEST FRANCHISESecretary USRP GP8, LLC By: /s/ Xxxxxxxxxx CNL APF PARTNERS, LP, as Manager By: CNL APF GP CORP., as General Partner By: //s// XXXXXX X. Xxxxx XXXXXXXXXXX Name:Xxxxxxxxxx : Xxxxxx X. Xxxxx Xxxxxxxxxxx Title: Vice President RT MICHIANA FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT KENTUCKY RESTAURANT HOLDINGS, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FLORIDA EQUITY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 Secretary Accepted and agreed to as of the date first above written. BANK OF AMERICA, N.A., as Collateral Administrative Agent By: //s// XXXX X. XXXXXXXXX Name: Xxxx X. Xxxxxxxxx Title: Assistant Senior Vice President CHAR1\1042960v9 CHAR1\1042960v9 FOR VALUE RECEIVEDdated as of , the undersigned hereby sells, assigns and transfers to the following shares of capital stock of ____________________, a ____________ corporation:2005 in favor of
Appears in 1 contract
Joint and Several Obligations of Pledgors. (a) Each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the Secured CreditorsParties under the Financing Documents, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Pledgor Obligations arising under this Pledge Agreement, the other Financing Documents and any other documents relating to the Senior Secured ObligationsHedging Agreements between any Pledgor and any Lender, or any Affiliate of a Lender, it being the intention of the parties hereto that all the Senior Secured Pledgor Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, in any other of the Financing Documents or in any other documents relating to the Senior Secured ObligationsHedging Agreement between any Pledgor and any Lender, or any Affiliate of a Lender, the obligations of each Guarantor under the Intercreditor Agreement, the other Financing Documents and the documents relating to the Senior Secured Obligations Pledgor shall be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Debtor Relief Laws Section 548 of the Bankruptcy Code or any comparable provisions of any applicable state law. [Signature Pages Follow] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORSBORROWER: RUBY TUESDAY, INC., a Georgia corporation By:/s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Senior Vice President RTBD, LINCARE HOLDINGS INC. By: /s/ Xxxxxxxxxx Xxxx X. Xxxxx Name:Xxxxxxxxxx : Xxxx X. Xxxxx Title: President RT FINANCEChief Financial Officer/Secretary GUARANTORS: LINCARE INC. LINCARE PROCUREMENT INC. LINCARE ASSET MANAGEMENT LP By: Lincare Holdings Inc., a Delaware corporation, its general partner LINCARE OF NEW YORK INC. LINCARE PHARMACY SERVICES INC. LINCARE LICENSING INC. CONVACARE SERVICES INC. LINCARE TRAVEL INC. By: /s/ Xxxxxxxxxx Xxxx X. Xxxxx Name:Xxxxxxxxxx : Xxxx X. Xxxxx Title: Vice President RUBY TUESDAY GC CARDS, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT TAMPA FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT ORLANDO FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT NEW YORK FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT SOUTHWEST FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIANA FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT KENTUCKY RESTAURANT HOLDINGS, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FLORIDA EQUITY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 Chief Financial Officer/Secretary Accepted and agreed to as of the date first above written. BANK OF AMERICA, N.A., as Collateral Agent By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Assistant Vice President CHAR1\1042960v9 CHAR1\1042960v9 Principal Lincare Inc. 500 5 100 % Lincare Procurement Inc. 1,000 1 100 % Lincare Travel Inc. 1,000 1 100 % Convacare Services Inc. 1,280,500 128 100 % Lincare of New York Inc. 100 1 100 % Lincare Pharmacy Services Inc. 1,000 2 100 % Lincare Licensing Inc. 1,000 2 100 % Lincare Asset Management LP 1% General Pledgor: LINCARE INC. 99% General Lincare Asset Management LP FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to the following shares of capital stock of ____________________, a ____________ corporation:
Appears in 1 contract
Joint and Several Obligations of Pledgors. (a) Each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the Secured CreditorsLenders under the Credit Agreement, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Pledgor Obligations arising under this Pledge Agreement, the other Financing Credit Documents and any other documents relating to the Senior Secured ObligationsHedging Agreements, it being the intention of the parties hereto that all the Senior Secured Pledgor Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, herein or in any other of the Financing Documents or in any other documents relating Credit Documents, to the Senior Secured Obligations, extent the obligations of each Guarantor under the Intercreditor Agreementa Pledgor shall be adjudicated to be invalid or unenforceable for any reason (including, the other Financing Documents and the documents without limitation, because of any applicable state or federal law relating to fraudulent conveyances or transfers) then the Senior Secured Obligations obligations of such Pledgor hereunder shall be limited to an aggregate amount equal to the largest maximum amount that would not render such obligations subject to avoidance is permissible under Debtor Relief Laws applicable law (whether federal or any comparable provisions of any applicable state lawand including, without limitation, the Bankruptcy Code). [Signature Pages Follow] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORSBORROWER: RUBY TUESDAYXXXXXX AMERICAN CORP., -------- a Delaware Corporation By: /s/ Xxxxx X. Xxxxxx -------------------------------- Name: Xxxxx X. Xxxxxx ------------------------------ Title: Director, President and ----------------------------- Chief Executive Officer ----------------------------- GUARANTORS: XXXXXX AMERICAN INVESTMENT CORP. ---------- a Delaware Corporation By: /s/ Xxxxx X. Xxxxxx -------------------------------- Name: Xxxxx X. Xxxxxx ------------------------------ Title: President ----------------------------- XXXXXX AMERICAN GROUP, INC., a Georgia corporation By:/s/ Xxxxxxxxxx Delaware Corporation By: /s/ Xxxxx X. Xxxxxx -------------------------------- Name: Xxxxx Name:Xxxxxxxxxx X. Xxxxx Xxxxxx ------------------------------ Title: Senior Vice President RTBD----------------------------- CONSUMER DIRECT CORPORATION, a Delaware Corporation By: /s/ Xxxxx X. Xxxxxx -------------------------------- Name: Xxxxx X. Xxxxxx ------------------------------ Title: Director, President and ----------------------------- Chief Executive Officer ----------------------------- ARROW FACTORY STORES, INC., a Delaware Corporation By: /s/ Xxxxx X. Xxxxxx -------------------------------- Name: Xxxxx X. Xxxxxx ------------------------------ Title: Chairman and ----------------------------- Chief Executive Officer ----------------------------- GAKM RESOURCES CORPORATION, a Delaware Corporation By: /s/ Xxxxx X. Xxxxxx -------------------------------- Name: Xxxxx X. Xxxxxx ------------------------------ Title: President ----------------------------- XXXXXX PEABODY RESOURCES CORPORATION, a Delaware Corporation By: /s/ Xxxxx X. Xxxxxx -------------------------------- Name: Xxxxx X. Xxxxxx ------------------------------ Title: President ----------------------------- XXXXXX XXXXXXX HOLDING CORP., a Delaware Corporation By: /s/ Xxxxx X. Xxxxxx -------------------------------- Name: Xxxxx X. Xxxxxx ------------------------------ Title: President ----------------------------- XXXXXX, PEABODY & CO., INC., a Delaware Corporation By: /s/ Xxxxx X. Xxxxxx -------------------------------- Name: Xxxxx X. Xxxxxx ------------------------------ Title: Chairman and ----------------------------- Chief Executive Officer ----------------------------- BIDERTEX SERVICES INC., a Delaware Corporation By: /s/ Xxxxx X. Xxxxxx -------------------------------- Name: Xxxxx X. Xxxxxx ------------------------------ Title: President ----------------------------- GREAT AMERICAN KNITTING XXXXX, INC. a Delaware Corporation By: /s/ Xxxxxxxxxx Xxxxx X. Xxxxxx -------------------------------- Name: Xxxxx Name:Xxxxxxxxxx X. Xxxxx Xxxxxx ------------------------------ Title: President RT FINANCEChairman and ----------------------------- Chief Executive Officer ----------------------------- XXXXXX DESIGNER GROUP, INC. a Delaware Corporation By: /s/ Xxxxxxxxxx Xxxxx X. Xxxxxx -------------------------------- Name: Xxxxx Name:Xxxxxxxxxx X. Xxxxx Xxxxxx ------------------------------ Title: Vice President RUBY TUESDAY GC CARDS, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT TAMPA FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT ORLANDO FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT NEW YORK FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT SOUTHWEST FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIANA FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT KENTUCKY RESTAURANT HOLDINGS, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FLORIDA EQUITY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 Chairman and ----------------------------- Chief Executive Officer ----------------------------- Accepted and agreed to as of the date first above written. BANK OF AMERICANATIONSBANK, N.A., as Collateral Agent By: /s/ Xxxx X. Xxxxxxxx -------------------------------- Name: Xxxx X. Xxxxxxxx ------------------------------ Title: Assistant Vice President CHAR1\1042960v9 CHAR1\1042960v9 FOR VALUE RECEIVEDAttorney-in-fact -----------------------------
(A) to Pledge Agreement dated as of May 15, the undersigned hereby sells1998 in favor of NationsBank, assigns and transfers N.A. as Agent PLEDGED STOCK ------------- PLEDGOR: XXXXXX AMERICAN CORP. Number Certificate Percentage Name of Subsidiary Shares Number Ownership ------------------ ------ ----------- ---------- Subsidiaries PLEDGOR: Number Certificate Percentage Name of Subsidiary Shares Number Ownership ------------------ ------ ----------- ---------- Subsidiaries
(A) to the following shares Pledge Agreement dated as of capital stock May 15, 1998 in favor of ____________________NationsBank, a ____________ corporation:N.A. as Agent IRREVOCABLE STOCK POWER -----------------------
Appears in 1 contract
Joint and Several Obligations of Pledgors. (a) Each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the Secured CreditorsLenders under the Credit Agreement, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Obligations arising under this Pledge Agreement, the other Financing Credit Documents and any the other documents relating to the Senior Secured Obligations, it being the intention of the parties hereto that all the Senior Secured Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, in any other of the Financing Credit Documents or in any other documents relating to the Senior Secured Obligations, the obligations of each Guarantor under the Intercreditor Agreement, Credit Agreement and the other Financing Credit Documents and the documents relating to the Senior Secured Obligations shall be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Debtor Relief Laws Section 548 of the Bankruptcy Code or any comparable provisions of any applicable state law. [Signature Pages Follow] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORSBORROWER: RUBY TUESDAYAPRIA HEALTHCARE GROUP INC. By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- GUARANTORS: APRIA HEALTHCARE INC., a Delaware corporation By: ----------------------------------------- Name: Title: APRIA NUMBER TWO INC., a Delaware corporation By: ----------------------------------------- Name: Title: APRIACARE MANAGEMENT SYSTEMS INC., a Delaware corporation By: ----------------------------------------- Name: Title: APRIA HEALTHCARE OF NEW YORK STATE, INC., a Georgia corporation By:/s/ Xxxxxxxxxx X. Xxxxx By: ----------------------------------------- Name:Xxxxxxxxxx X. Xxxxx : Title: Senior Vice President RTBDAPRIA HEALTHCARE ESSENTIALS, INC. LLC, a Delaware limited liability company By: /s/ Xxxxxxxxxx X. Xxxxx ---------------------------------------- Name:Xxxxxxxxxx X. Xxxxx : Title: President RT FINANCE, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY GC CARDS, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT TAMPA FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT ORLANDO FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT NEW YORK FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT SOUTHWEST FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIANA FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT KENTUCKY RESTAURANT HOLDINGS, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FLORIDA EQUITY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 Accepted and agreed to as of the date first above written. BANK OF AMERICA, N.A., as Collateral Agent By: -------------------------------------- Name: Title: Assistant Vice President CHAR1\1042960v9 CHAR1\1042960v9 Schedule 2(a) ------------- to Pledge Agreement dated as of July __, 2001 in favor of Bank of America, N.A. as Agent PLEDGED STOCK ------------- Number of Certificate Percentage Pledgor Issuer Shares Number Ownership ------- ------ ------ ------ --------- Apria Healthcare Group Inc. Apria Healthcare, Inc. 1,000 100% Apria Healthcare, Inc. ApriaCare Management Systems, Inc. 100 1 100% Apria Healthcare, Inc. Apria Healthcare of New York State, Inc. 300 1 100% Apria Healthcare, Inc. Apria Number Two, Inc. 100 2 100% Apria Healthcare, Inc. Apria Healthcare Essentials, LLC N/A N/A 100% Exhibit 4(a) ------------ to Pledge Agreement dated as of July __, 2001 in favor of Bank of America, N.A. as Agent Irrevocable Stock Power FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to the following shares of capital stock of _____________________, a ____________ corporation:: No. of Shares Certificate No. ------------- --------------- and irrevocably appoints __________________________________ its agent and attorney-in-fact to transfer all or any part of such capital stock and to take all necessary and appropriate action to effect any such transfer. The agent and attorney-in-fact may substitute and appoint one or more persons to act for him. The effectiveness of a transfer pursuant to this stock power shall be subject to any and all transfer restrictions referenced on the face of the certificates evidencing such interest or in the certificate of incorporation or bylaws of the subject corporation, to the extent they may from time to time exist. ------------------------------- By: ---------------------------- Name: Title: EXHIBIT 1.1(B) -------------- FORM OF AMENDED AND RESTATED SECURITY AGREEMENT THIS AMENDED AND RESTATED SECURITY AGREEMENT (this "Security Agreement") is entered into as of July __, 2001 among APRIA HEALTHCARE GROUP INC., a Delaware corporation (the "Borrower"), certain Subsidiaries of the Borrower (each individually a "Guarantor" and collectively the "Guarantors"; together with the Borrower, each individually an "Obligor", and collectively the "Obligors") and BANK OF AMERICA, N.A., in its capacity as agent (in such capacity, the "Agent") for the lenders from time to time party to the Credit Agreement described below (the "Lenders").
Appears in 1 contract
Joint and Several Obligations of Pledgors. (a) Each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the holders of the Secured CreditorsObligations, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Obligations arising under this Pledge Agreement, the other Financing Loan Documents and any other documents relating to the Senior Secured Obligations, it being the intention of the parties hereto that all the Senior Secured Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, in any other of the Financing Loan Documents or in any other documents relating to the Senior Secured Obligations, the obligations of each Guarantor under the Intercreditor Agreement, Credit Agreement and the other Financing Loan Documents and the documents relating to the Senior Secured Obligations shall be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Debtor Relief Laws Section 548 of the Bankruptcy Code or any comparable provisions of any applicable state law. [Signature Pages Follow] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORS: RUBY TUESDAY, INC., a Georgia corporation By:/s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Senior Vice President RTBD, INC. EACH OF THE PLEDGORS LISTED ON APPENDIX A By: /s/ Xxxxxxxxxx Xxxxxx X. Xxxxx Xxxxxxxx Name:Xxxxxxxxxx : Xxxxxx X. Xxxxx Title: President RT FINANCE, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Xxxxxxxx Title: Vice President RUBY TUESDAY GC CARDS, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT TAMPA FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT ORLANDO FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT NEW YORK FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT SOUTHWEST FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIANA FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT KENTUCKY RESTAURANT HOLDINGS, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FLORIDA EQUITY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 and Treasurer Accepted and agreed to as of the date first above written. BARCLAYS BANK OF AMERICA, N.A.PLC, as Collateral Agent By: Name: Title: Assistant Vice President CHAR1\1042960v9 CHAR1\1042960v9 Southwest Medical Associates, LLC Xxxxxxxx Health System, Inc. AHS Claremore Regional Hospital, LLC AHS Oklahoma Physician Group, LLC AHS Hillcrest Medical Center, LLC Xxxxxx Medical Center, LLC AHS Southcrest Hospital, LLC AHS Tulsa Holdings, LLC RV Properties, LLC BSA Hospital, LLC LHS Services, Inc. AHS New Mexico Holdings, Inc. AHS Hillcrest Healthcare System, LLC BSA Health System of Amarillo, LLC FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to the following shares of capital stock of ____________________, a ____________ corporation:
Appears in 1 contract
Joint and Several Obligations of Pledgors. (a) Each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the Secured CreditorsLenders under the Credit Agreement, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Pledgor Obligations arising under this Pledge Agreement, the other Financing Credit Documents and any other documents relating to Hedging Agreement between any Credit Party and any Lender in connection with the Senior Secured ObligationsLoans, it being the intention of the parties hereto that all the Senior Secured Pledgor Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, herein or in any other of the Financing Documents or in any other documents relating Credit Documents, to the Senior Secured Obligations, extent the obligations of each a Guarantor shall be adjudicated to be invalid or unenforceable for any reason (including, without limitation, because of any applicable state or federal law relating to fraudulent conveyances or transfers), then the obligations of a Guarantor under the Intercreditor Agreement, the other Financing Credit Documents and the documents relating to the Senior Secured Obligations shall be limited to an aggregate amount equal to the largest amount that would not render such obligations obligation subject to avoidance under Debtor Relief Laws applicable law (whether federal or any comparable provisions state and including, without limitation, Section 548 of any applicable state lawthe Bankruptcy Code). [Signature Pages Follow] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORSBORROWER: RUBY TUESDAYTHE PROFIT RECOVERY GROUP USA, INC., a Georgia corporation By:/s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Senior Vice President RTBD, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Donald E. Ellis, Jr. ------------------------------------------- Name:Xxxxxxxxxx X. Xxxxx : Donald E. Ellis, Jr. Title: President RT FINANCEExecutive Xxxx Xxxxxxxxx - Xxxance, Chief Financial Officer and Treasurer GUARANTORS: THE PROFIT RECOVERY GROUP INTERNATIONAL, INC. ., a Georgia corporation By: /s/ Xxxxxxxxxx X. Xxxxx Donald E. Ellis, Jr. ------------------------------------------- Name:Xxxxxxxxxx X. Xxxxx : Donald E. Ellis, Jr. Title: Vice President RUBY TUESDAY GC CARDSExecutive Xxxx Xxxxxxxxx - Xxxance, Chief Financial Officer and Treasurer PRGFS, INC. ., PRGLS, INC., PRGRS, INC., each a Delaware corporation By: /s/ Xxxxxxxxxx X. Xxxxx Donald E. Ellis, Jr. ------------------------------------------- Name:Xxxxxxxxxx X. Xxxxx : Donald E. Ellis, Jr. Title: Vice President RT TAMPA FRANCHISEExecutive Xxxx Xxxxxxxxx - Xxxance PRG ACQUISITION, LP INC., a Georgia corporation By: /s/ Xxxxxxxxxx X. Xxxxx Donald E. Ellis, Jr. ------------------------------------------- Name:Xxxxxxxxxx X. Xxxxx : Donald E. Ellis, Jr. Title: Vice President RT ORLANDO FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT NEW YORK FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT SOUTHWEST FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIANA FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT KENTUCKY RESTAURANT HOLDINGS, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FLORIDA EQUITY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 Accepted and agreed to as of the date first above written. BANK OF AMERICA, N.A., as Collateral Agent Title: Assistant Vice President CHAR1\1042960v9 CHAR1\1042960v9 FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to the following shares of capital stock of ____________________, a ____________ corporation:Executive Xxxx Xxxxxxxxx - Xxxance
Appears in 1 contract
Joint and Several Obligations of Pledgors. (a) Each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the holders of the Secured CreditorsObligations, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Obligations arising under this Pledge Agreement, the other Financing Loan Documents and any other documents relating to the Senior Secured Obligations, it being the intention of the parties hereto that all the Senior Secured Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, in any other of the Financing Loan Documents or in any other documents relating to the Senior Secured Obligations, the obligations of each Guarantor under the Intercreditor Agreement, Credit Agreement and the other Financing Loan Documents and the documents relating to the Senior Secured Obligations shall be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Debtor Relief Laws Section 548 of the Bankruptcy Code or any comparable provisions of any applicable state law. [Signature Pages Follow] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORS: RUBY TUESDAYICT GROUP, INC., a Georgia Pennsylvania corporation By:/s/ Xxxxxxxxxx X. Xxxxx By: Name:Xxxxxxxxxx X. Xxxxx : Title: Senior Vice President RTBDYARDLEY ENTERPRISES, INC. ., a Delaware corporation By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx : Title: President RT FINANCEICT INTERNATIONAL, INC. ., a Delaware corporation By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx : Title: Vice President RUBY TUESDAY GC CARDSHARVEST RESOURCES, INC. ., a Delaware corporation By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx : Title: Vice President RT TAMPA FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT ORLANDO FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT NEW YORK FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT SOUTHWEST FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIANA FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT KENTUCKY RESTAURANT HOLDINGS, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FLORIDA EQUITY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 Accepted and agreed to as of the date first above written. BANK OF AMERICA, N.A., as Collateral Administrative Agent By: Name: Title: Assistant Vice President CHAR1\1042960v9 CHAR1\1042960v9 ICT Group, Inc. Yardley Enterprises, Inc. 100 2 100 % ICT Group, Inc. ICT International, Inc. 3,000 1 100 % ICT Group, Inc. Eurotel Marketing Limited 334,330 N/A 65 % ICT Group, Inc. ICT Australia Pty Limited 65 2 65 % ICT Group, Inc. ICT/Canada Marketing, Inc. 00 000 X-0 X-0 000 00 % % Yardley Enterprises, Inc. Harvest Resources, Inc. 100 3 100 % ICT Group, Inc. ICT Barbados, Inc. 65 3 65 % ICT Group, Inc. ICT Marketing Services of Mexico, S. de X.X. de C.V. $ 2990 1 65 % ICT International, Inc. ICT Marketing Services of Asia Pacific Pte. Ltd. 65 5 65 % * The stock certificate identified in the table above for ICT Marketing Services of Mexico, S. de X.X. de C.V. represents 100% of the issued and outstanding Capital Stock. The parties hereto acknowledge that the applicable Pledgor has pledged pursuant to this Pledge Agreement only 65% of the issued and outstanding Capital Stock evidenced by such stock certificate. * Eurotel Marketing Limited has 521,045 shares of issued and outstanding Capital Stock. The Borrower covenants and agrees to deliver stock certificate(s) representing 65% of the outstanding Capital Stock of Eurotel Marketing Limited to the Administrative Agent within 90 days of the Closing Date (together with related undated stock powers executed in blank). Upon receipt thereof by the Administrative Agent, the Administrative Agent will insert the stock certificate number and the number of shares into this Schedule 2(a). FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to the following shares of capital stock of ____________________, a ____________ corporation:
Appears in 1 contract
Samples: Pledge Agreement (Ict Group Inc)
Joint and Several Obligations of Pledgors. (a) Each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the Secured CreditorsLender under the Financing Agreement, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Pledgor Obligations arising under this Pledge Agreement, Agreement and the other Financing Documents and any other documents relating to the Senior Secured ObligationsLoan Documents, it being the intention of the parties hereto that all the Senior Secured Pledgor Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, herein or in any other of the Financing Documents Loan Documents, to the extent the obligations of a Pledgor shall be adjudicated to be invalid or in unenforceable for any other documents reason (including, without limitation, because of any applicable state or federal law relating to the Senior Secured Obligations, fraudulent conveyances or transfers) then the obligations of each Guarantor under the Intercreditor Agreement, the other Financing Documents and the documents relating to the Senior Secured Obligations Pledgor hereunder shall be limited to an aggregate amount equal to the largest maximum amount that would not render such obligations subject to avoidance is permissible under Debtor Relief Laws applicable law (whether federal or any comparable provisions of any applicable state lawand including, without limitation, the Bankruptcy Code). [Signature Pages Follow] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORS: RUBY TUESDAY, INC., a Georgia corporation By:/s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Senior Vice President RTBDCROWN CRAFTS, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: E. Xxxxxxx Xxxxxxxx --------------------------------- E. Xxxxxxx Xxxxxxxx President RT FINANCEand CEO CROWN CRAFTS INFANT PRODUCTS, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: E. Xxxxxxx Xxxxxxxx --------------------------------- E. Xxxxxxx Xxxxxxxx Vice President RUBY TUESDAY GC CARDSXXXXXXXXX WEAVERS, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: E. Xxxxxxx Xxxxxxxx --------------------------------- E. Xxxxxxx Xxxxxxxx Vice President RT TAMPA FRANCHISEHAMCO, LP INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice E. Xxxxxxx Xxxxxxxx ---------------------------------- E. Xxxxxxx Xxxxxxxx President RT ORLANDO FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT NEW YORK FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT SOUTHWEST FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIANA FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT KENTUCKY RESTAURANT HOLDINGS, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FLORIDA EQUITY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 and CEO Accepted and agreed to as of the date first above written. BANK OF AMERICA, N.A., as Collateral Agent Title: Assistant Vice President CHAR1\1042960v9 CHAR1\1042960v9 FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to the following shares of capital stock of ____________________, a ____________ corporation:.
Appears in 1 contract
Joint and Several Obligations of Pledgors. (a) Each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the Secured CreditorsLenders under the 149 132 Credit Agreement, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Pledgor Obligations arising under this Pledge Agreement, the other Financing Credit Documents and any other documents relating to the Senior Secured ObligationsHedging Agreements between any Pledgor and any Lender, or any Affiliate of a Lender, it being the intention of the parties hereto that all the Senior Secured Pledgor Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, in any other of the Financing Credit Documents or in any other documents relating to the Senior Secured ObligationsHedging Agreement between any Pledgor and any Lender, or any Affiliate of a Lender, the obligations of each Guarantor under the Intercreditor Agreement, the other Financing Documents and the documents relating to the Senior Secured Obligations Pledgor shall be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Debtor Relief Laws Section 548 of the Bankruptcy Code or any comparable provisions of any applicable state law. [Signature Pages Follow] CHAR1\1042960v9 150 133 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORSBORROWER: RUBY TUESDAY, INC., a Georgia corporation By:/s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Senior Vice President RTBDSHERIDAN HEALTHCARE, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx : Title: President RT FINANCEPARENT: VESTAR/SHERIDAN HOLDINGS, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx : Title: Vice President RUBY TUESDAY GC CARDS, INC. GUARANTORS: _______________________________ By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx : Title: Vice President RT TAMPA FRANCHISE, LP _______________________________ By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx : Title: Vice President RT ORLANDO FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT NEW YORK FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT SOUTHWEST FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIANA FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT KENTUCKY RESTAURANT HOLDINGS, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FLORIDA EQUITY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 Accepted and agreed to as of the date first above written. BANK OF AMERICANATIONSBANK, N.A., as Collateral Agent By: Name: Title: Assistant Vice President CHAR1\1042960v9 CHAR1\1042960v9 151 134 Exhibit 4(a) to Pledge Agreement dated as of April ___, 1999 in favor of NationsBank, N.A. as Agent Irrevocable Stock Power FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to the following shares of capital stock of _____________________, a ____________ corporation:
Appears in 1 contract
Joint and Several Obligations of Pledgors. (a) Each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the holders of the Secured CreditorsObligations, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Obligations arising under this Pledge Agreement, the other Financing Loan Documents and any other documents relating to the Senior Secured Obligations, it being the intention of the parties hereto that all the Senior Secured Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, in any other of the Financing Loan Documents or in any other documents relating to the Senior Secured Obligations, the obligations of each Guarantor under the Intercreditor Agreement, Credit Agreement and the other Financing Loan Documents and the documents relating to the Senior Secured Obligations shall be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Debtor Relief Laws Section 548 of the Bankruptcy Code or any comparable provisions of any applicable state law. [Signature Pages Follow] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORS: RUBY TUESDAYSouthwest Medical Associates, INC.LLC Xxxxxxxx Health System, a Georgia corporation By:/s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Senior Vice President RTBDInc. AHS Claremore Regional Hospital, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: President RT FINANCELLC AHS Oklahoma Physician Group, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY GC CARDSLLC AHS Hillcrest Medical Center, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT TAMPA FRANCHISELLC Xxxxxx Medical Center, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT ORLANDO FRANCHISELLC AHS Southcrest Hospital, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISELLC AHS Tulsa Holdings, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT NEW YORK FRANCHISELLC RV Properties, LLC BSA Hospital, LLC LHS Services, Inc. AHS New Mexico Holdings, Inc. AHS Hillcrest Healthcare System, LLC BSA Health System of Amarillo, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx : ] Title: Vice President RT SOUTHWEST FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIANA FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT KENTUCKY RESTAURANT HOLDINGS, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FLORIDA EQUITY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 ] Accepted and agreed to as of the date first above written. BARCLAYS BANK OF AMERICA, N.A.PLC, as Collateral Administrative Agent By: Name: Title: Assistant Vice President CHAR1\1042960v9 CHAR1\1042960v9 FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to the following shares of capital stock of ____________________, a ____________ corporation:
Appears in 1 contract
Samples: Term Loan Credit Agreement (Ardent Health Partners, LLC)
Joint and Several Obligations of Pledgors. (a) Each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the holders of the Secured CreditorsObligations, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Obligations arising under this Pledge Agreement, the other Financing Loan Documents and any other documents relating to the Senior Secured Obligations, it being the intention of the parties hereto that all the Senior Secured Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, in any other of the Financing Loan Documents or in any other documents relating to the Senior Secured Obligations, the obligations of each Guarantor under the Intercreditor Agreement, Credit Agreement and the other Financing Loan Documents and the documents relating to the Senior Secured Obligations shall be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Debtor Relief Laws Section 548 of the Bankruptcy Code or any comparable provisions of any applicable state law. [Signature Pages Follow] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORS: RUBY TUESDAY, INC., a Georgia corporation By:/s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Senior Vice President RTBD, INC. EACH OF THE PLEDGORS LISTED ON APPENDIX A By: /s/ Xxxxxxxxxx Xxxxxx X. Xxxxx Xxxxxxxx Name:Xxxxxxxxxx : Xxxxxx X. Xxxxx Title: President RT FINANCE, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Xxxxxxxx Title: Vice President RUBY TUESDAY GC CARDS, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT TAMPA FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT ORLANDO FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT NEW YORK FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT SOUTHWEST FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIANA FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT KENTUCKY RESTAURANT HOLDINGS, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FLORIDA EQUITY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 and Treasurer Accepted and agreed to as of the date first above written. BARCLAYS BANK OF AMERICA, N.A.PLC, as Collateral Agent By: Name: Title: Assistant Vice President CHAR1\1042960v9 CHAR1\1042960v9 FOR VALUE RECEIVEDArdent Health Partners, the undersigned hereby sellsLLC AHS Management Services of Oklahoma, assigns and transfers to AHP Health Partners, Inc. LLC Ardent Legacy Holdings, LLC AHS Xxxxx Hospital, LLC AHS Legacy Operations LLC BSA Health System Management, LLC LHP Hospital Group, Inc. BSA Health System Holdings, LLC AHS Newco 17, LLC BSA Physicians Group, Inc. AHS Newco 18, LLC BSA Xxxxxxxxxx Physicians, Inc. AHS Oklahoma, Inc. BSA Amarillo Diagnostic Clinic, Inc. AHS Hillcrest Healthcare System, LLC LHP Operations Co., LLC AHS Management Company, Inc. LHP Management Services, LLC AHS East Texas Health System, LLC LHP Texas Physicians, LLC BSA Health System of Amarillo, LLC LHP Montclair LLC AHS New Mexico Holdings, Inc. LHP Pascack Valley, LLC AHS Kansas Health System, Inc. LHP Pocatello, LLC AHS Albuquerque Holdings, LLC LHP HH/Killeen, LLC AHS Oklahoma Heart, LLC LHP Bay County, LLC AHS Xxxxxxx Hospital, LLC LHP IT Services, LLC AHS Oklahoma Orthopedic ACE, LLC LHP Texas MD Services, Inc. AHS Henryetta Hospital, LLC Athens Hospital, LLC Quitman Hospital, LLC Carthage Hospital, LLC Tyler Regional Hospital, LLC Xxxxxxxxx Hospital, LLC Rehabilitation Hospital, LLC Jacksonville Hospital, LLC Specialty Hospital, LLC Pittsburg Hospital, LLC East Texas Holdings, LLC East Texas Air One, LLC ETMC Physician Group, Inc. East Texas Home Health Services, LLC the following shares of capital stock of ____________________, a ____________ corporation:
Appears in 1 contract
Joint and Several Obligations of Pledgors. (a) Each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the holders of the Secured CreditorsObligations, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Obligations arising under this Pledge Agreement, the other Financing Loan Documents and any other documents relating to the Senior Secured Obligations, it being the intention of the parties hereto that all the Senior Secured Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, in any other of the Financing Loan Documents or in any other documents relating to the Senior Secured Obligations, the obligations of each Guarantor under the Intercreditor Agreement, Credit Agreement and the other Financing Loan Documents and the documents relating to the Senior Secured Obligations shall be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Debtor Relief Laws Section 548 of the Bankruptcy Code or any comparable provisions of any applicable state law. [Signature Pages Follow] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORS: RUBY TUESDAYFTI CONSULTING, INC., a Georgia Maryland corporation By:/s/ Xxxxxxxxxx By: /s/ Xxxx X. Xxxxx Xxxxxx Name:Xxxxxxxxxx : Xxxx X. Xxxxx Xxxxxx Title: Executive Vice President, General Counsel and Chief Ethics Officer FTI CONSULTING CANADA LLC, a Maryland limited liability company FTI INTERNATIONAL LLC, a Maryland limited liability company FTI TECHNOLOGY LLC, a Maryland limited liability company FD MWA HOLDINGS INC., a Delaware corporation FD U.S. COMMUNICATIONS, INC., a New York corporation By: /s/ Xxxx X. Xxxxxx Name: Xxxx X. Xxxxxx Title: Senior Vice President RTBD, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: President RT FINANCE, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY GC CARDS, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT TAMPA FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT ORLANDO FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT NEW YORK FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT SOUTHWEST FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIANA FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT KENTUCKY RESTAURANT HOLDINGS, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FLORIDA EQUITY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 Accepted and agreed to as of the date first above written. BANK OF AMERICA, N.A., as Collateral Administrative Agent By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Assistant Vice President CHAR1\1042960v9 CHAR1\1042960v9 FOR VALUE RECEIVEDFTI Consulting, Inc. Compass Lexecon, LLC N/A uncertificated 100 % FTI Consulting, Inc. FTI, LLC N/A uncertificated 100 % FTI Consulting, Inc. Competition Policy Associates, Inc. 1,000 Class A A-6 100 % FTI Consulting, Inc. Competition Policy Associates, Inc. 1,000 Class B B-6 100 % FTI Consulting, Inc. FTI International LLC 100 1 100 % FTI Consulting, Inc. FTI Investigations, LLC N/A uncertificated 100 % FTI Consulting, Inc. FTI Cambio, LLC N/A uncertificated 100 % FTI Consulting, Inc. FTI Consulting Limited 650 3 65 % FTI International LLC FD MWA Holdings, Inc. 4,232,000 3 100 % FTI International LLC FTI Consulting LLC N/A uncertificated 100 % FTI International LLC FCN Holdings CV N/A uncertificated 65 % FTI International LLC FTI Technology LLC1 N/A uncertificated 100 % FTI International LLC FTI General Partner LLC 100 1 100 % FTI International LLC FTI Consulting (Hong Kong) Limited 65 2 65 % FD MWA Holdings, Inc. FD US Communications, Inc. 2,562 Class A 1 100 % FTI Technology LLC FTI Hosting LLC N/A uncertificated 100 % FTI Technology LLC FTI Ringtail (Aust) Pty Ltd. 65 5 65 % FCN Holdings CV FTI US LLC N/A uncertificated 100 % FTI Consulting, Inc. Xxxxxx Consulting Limited 728 1081 65 % FTI Technology LLC Attenex Corporation 1,000 C-2 100 % FTI Consulting Canada LLC FTI Consulting Canada ULC 650 C-2 65 % FTI Consulting, Inc. FTI CXO Acquisition LLC N/A uncertificated 100 % FTI Consulting, Inc. FTI Consulting Canada LLC N/A uncertificated 100 % FTI Consulting, Inc. FTI SMG LLC N/A uncertificated 100 % FTI Consulting, Inc. FTI Consulting S.ar.L. 25,000 uncertificated 65 % FD US Communications, Inc. FCN Holdings CV N/A uncertificated 65 % 1 Formerly known as FTI Repository Services, LLC The undersigned hereby:
(i) acknowledges receipt of the Pledge Agreement (as amended, amended and restated, supplemented or otherwise modified from time to time, the undersigned hereby sells“Pledge Agreement” capitalized terms used but not otherwise defined herein shall have the meanings assigned to such terms in the Pledge Agreement), assigns dated as of September 27, 2010 by and transfers among the parties identified as “Pledgors” thereto (individually a “Pledgor” , and collectively the “Pledgors”) and BANK OF AMERICA, N.A., as administrative agent (in such capacity, the “Administrative Agent”) for the holders of the Secured Obligations referenced therein;
(ii) agrees promptly to note on its books the security interests granted to the following shares Administrative Agent and confirmed under the Pledge Agreement;
(iii) agrees that it will comply with instructions of capital stock the Administrative Agent with respect to the applicable Pledged Shares without further consent by the applicable Pledgor;
(iv) agrees to notify the Administrative Agent upon obtaining knowledge of ____________________any interest in favor of any person in the applicable Pledged Shares that is adverse to the interest of the Administrative Agent therein;
(v) waives any right or requirement at any time hereafter to receive a copy of the Pledge Agreement in connection with the registration of any Pledged Shares thereunder in the name of the Administrative Agent or its nominee or the exercise of voting rights by the Administrative Agent or its nominee;
(vi) agrees that upon the occurrence and during the continuance of an Event of Default, all rights of a ____________ corporation:Pledgor to exercise the voting and other consensual rights that it would otherwise be entitled to exercise pursuant to paragraph 10(e)(i) of the Pledge Agreement shall cease and all such rights shall thereupon become vested in the Administrative Agent, which shall then have the sole right to exercise such voting and other consensual rights; and
(vii) agrees that upon the occurrence and during the continuance of an Event of Default, all rights of a Pledgor to receive the dividends, distributions and interest payments that it would otherwise be authorized to receive and retain pursuant to paragraph 10(f)(i) of the Pledge Agreement shall cease and all such rights shall thereupon be vested in the Administrative Agent, which shall then have the sole right to receive and hold as Pledged Collateral such dividends, distributions and interest payments.
Appears in 1 contract
Joint and Several Obligations of Pledgors. (a) Each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the Secured CreditorsParties, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Obligations arising under this Pledge Agreement, the other Financing Loan Documents and any other documents relating to the Senior Secured Obligations, it being the intention of the parties hereto that all the Senior Secured Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, in any other of the Financing Loan Documents or in any other documents relating to the Senior Secured Obligations, the obligations of each Guarantor under the Intercreditor Credit Agreement, the other Financing Loan Documents and the documents relating to the Senior Secured Obligations shall be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Debtor Relief Laws Section 548 of the Bankruptcy Code or any comparable provisions of any applicable state law. [Signature Pages Follow] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORS: RUBY TUESDAYWAGEWORKS, INC., a Georgia Delaware corporation By:/s/ Xxxxxxxxxx X. Xxxxx By: Name:Xxxxxxxxxx X. Xxxxx : Title: Senior Vice President RTBDMHM RESOURCES, INC. LLC, a Delaware limited liability company By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx : Title: President RT FINANCE, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY GC CARDS, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT TAMPA FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT ORLANDO FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT NEW YORK FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT SOUTHWEST FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIANA FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT KENTUCKY RESTAURANT HOLDINGS, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FLORIDA EQUITY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 Accepted and agreed to as of the date first above written. BANK OF AMERICAUNION BANK, N.A., as Collateral Administrative Agent By: Name: Title: Assistant Vice President CHAR1\1042960v9 CHAR1\1042960v9 Pledgor Issuer Number of Shares/Units Certificate Number Percentage Ownership Pledged WageWorks, Inc. MHM Resources, LLC, a Delaware limited liability company Membership Interest Not certificated 100 % WageWorks, Inc. Planned Benefit Systems Incorporated, a Colorado corporation 1,000 Common Shares Not certificated 100 % FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to the following shares of capital stock of ____________________, a ____________ corporation:: and irrevocably appoints its agent and attorney-in-fact to transfer all or any part of such capital stock and to take all necessary and appropriate action to effect any such transfer. The agent and attorney-in-fact may substitute and appoint one or more persons to act for him. [HOLDER] By: Name: Title: Reference is hereby made to the Credit Agreement, dated as of December 31, 2012 (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the “Credit Agreement”; the terms defined therein being used herein as therein defined), among WageWorks, Inc., a Delaware corporation (“Borrower”), the Guarantors from time to time party thereto, the Lenders from time to time party thereto, and Union Bank, N.A., as Administrative Agent and L/C Issuer. Pursuant to the provisions of Section 3.01 of the Credit Agreement, the undersigned hereby certifies that (i) it is the sole record and beneficial owner of the Loan(s) (as well as any Note(s) evidencing such Loan(s)) in respect of which it is providing this certificate, (ii) it is not a bank within the meaning of Section 881(c)(3)(A) of the Code, (iii) it is not a ten percent shareholder of Borrower within the meaning of Section 871(h)(3)(B) of the Code and (iv) it is not a controlled foreign corporation related to Borrower as described in Section 881(c)(3)(C) of the Code. The undersigned has furnished Administrative Agent and Borrower with a certificate of its non-U.S. Person status on IRS Form W-8BEN. By executing this certificate, the undersigned agrees that (1) if the information provided on this certificate changes, the undersigned shall promptly so inform Borrower and Administrative Agent, and (2) the undersigned shall have at all times furnished Borrower and Administrative Agent with a properly completed and currently effective certificate in either the calendar year in which each payment is to be made to the undersigned, or in either of the two calendar years preceding such payments. Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement. [NAME OF LENDER] By: Name: Title: Date: , 20[ ] Reference is hereby made to the Credit Agreement, dated as of December 31, 2012 (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the “Credit Agreement”; the terms defined therein being used herein as therein defined), among WageWorks, Inc., a Delaware corporation (“Borrower”), the Guarantors from time to time party thereto, the Lenders from time to time party thereto, and Union Bank, N.A., as Administrative Agent and L/C Issuer. Pursuant to the provisions of Section 3.01 of the Credit Agreement, the undersigned hereby certifies that (i) it is the sole record and beneficial owner of the participation in respect of which it is providing this certificate, (ii) it is not a bank within the meaning of Section 881(c)(3)(A) of the Code, (iii) it is not a ten percent shareholder of Borrower within the meaning of Section 871(h)(3)(B) of the Code, and (iv) it is not a controlled foreign corporation related to Borrower as described in Section 881(c)(3)(C) of the Code. The undersigned has furnished its participating Lender with a certificate of its non-U.S. Person status on IRS Form W-8BEN. By executing this certificate, the undersigned agrees that (1) if the information provided on this certificate changes, the undersigned shall promptly so inform such Lender in writing, and (2) the undersigned shall have at all times furnished such Lender with a properly completed and currently effective certificate in either the calendar year in which each payment is to be made to the undersigned, or in either of the two calendar years preceding such payments. Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement. [NAME OF PARTICIPANT] By: Name: Title: Date: , 20[ ] Reference is hereby made to the Credit Agreement, dated as of December 31, 2012 (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the “Credit Agreement”; the terms defined therein being used herein as therein defined), among WageWorks, Inc., a Delaware corporation (“Borrower”), the Guarantors from time to time party thereto, the Lenders from time to time party thereto, and Union Bank, N.A., as Administrative Agent and L/C Issuer. Pursuant to the provisions of Section 3.01 of the Credit Agreement, the undersigned hereby certifies that (i) it is the sole record owner of the participation in respect of which it is providing this certificate, (ii) its direct or indirect partners/members are the sole beneficial owners of such participation, (iii) with respect such participation, neither the undersigned nor any of its direct or indirect partners/members is a bank extending credit pursuant to a loan agreement entered into in the ordinary course of its trade or business within the meaning of Section 881(c)(3)(A) of the Code, (iv) none of its direct or indirect partners/members is a ten percent shareholder of Borrower within the meaning of Section 871(h)(3)(B) of the Code and (v) none of its direct or indirect partners/members is a controlled foreign corporation related to Borrower as described in Section 881(c)(3)(C) of the Code. The undersigned has furnished its participating Lender with IRS Form W-8IMY accompanied by one of the following forms from each of its partners/members that is claiming the portfolio interest exemption: (i) an IRS Form W-8BEN or (ii) an IRS Form W-8IMY accompanied by an IRS Form W-8BEN from each of such partner’s/member’s beneficial owners that is claiming the portfolio interest exemption. By executing this certificate, the undersigned agrees that (1) if the information provided on this certificate changes, the undersigned shall promptly so inform such Lender and (2) the undersigned shall have at all times furnished such Lender with a properly completed and currently effective certificate in either the calendar year in which each payment is to be made to the undersigned, or in either of the two calendar years preceding such payments. Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement. [NAME OF PARTICIPANT] By: Name: Title: Date: , 20[ ] Reference is hereby made to the Credit Agreement, dated as of December 31, 2012 (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the “Credit Agreement”; the terms defined therein being used herein as therein defined), among WageWorks, Inc., a Delaware corporation (“Borrower”), the Guarantors from time to time party thereto, the Lenders from time to time party thereto, and Union Bank, N.A., as Administrative Agent and L/C Issuer. Pursuant to the provisions of Section 3.01 of the Credit Agreement, the undersigned hereby certifies that (i) it is the sole record owner of the Loan(s) (as well as any Note(s) evidencing such Loan(s)) in respect of which it is providing this certificate, (ii) its direct or indirect partners/members are the sole beneficial owners of such Loan(s) (as well as any Note(s) evidencing such Loan(s)), (iii) with respect to the extension of credit pursuant to this Credit Agreement or any other Loan Document, neither the undersigned nor any of its direct or indirect partners/members is a bank extending credit pursuant to a loan agreement entered into in the ordinary course of its trade or business within the meaning of Section 881(c)(3)(A) of the Code, (iv) none of its direct or indirect partners/members is a ten percent shareholder of Borrower within the meaning of Section 871(h)(3)(B) of the Code and (v) none of its direct or indirect partners/members is a controlled foreign corporation related to Borrower as described in Section 881(c)(3)(C) of the Code. The undersigned has furnished Administrative Agent and Borrower with IRS Form W-8IMY accompanied by one of the following forms from each of its partners/members that is claiming the portfolio interest exemption: (i) an IRS Form W-8BEN or (ii) an IRS Form W-8IMY accompanied by an IRS Form W-8BEN from each of such partner’s/member’s beneficial owners that is claiming the portfolio interest exemption. By executing this certificate, the undersigned agrees that (1) if the information provided on this certificate changes, the undersigned shall promptly so inform Borrower and Administrative Agent, and (2) the undersigned shall have at all times furnished Borrower and Administrative Agent with a properly completed and currently effective certificate in either the calendar year in which each payment is to be made to the undersigned, or in either of the two calendar years preceding such payments. Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement. [NAME OF PARTICIPANT] By: Name: Title: Date: , 20[ ] TO: Union Bank, N.A., as Administrative Agent RE: Credit Agreement, dated as of December 31, 2012 by and among WageWorks, Inc., a Delaware corporation (the “Borrower”), the Guarantors, the Lenders and Union Bank, N.A., as Administrative Agent and L/C Issuer (as amended, modified, extended, restated, replaced, or supplemented from time to time, the “Credit Agreement”; capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Credit Agreement). DATE: [ ] [Name of Cash Management Bank/Hedge Bank] (the “Secured Party”) hereby notifies you, pursuant to the terms of the Credit Agreement, that the Secured Party meets the requirements of a [Cash Management Bank] [Hedge Bank] under the terms of the Credit Agreement and is a [Cash Management Bank] [Hedge Bank] under the Credit Agreement and the other Loan Documents.
Appears in 1 contract
Samples: Credit Agreement (Wageworks, Inc.)
Joint and Several Obligations of Pledgors. (a) Each Subject to subsection (c) of this Section 24, each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the Secured CreditorsParties, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each Subject to subsection (c) of this Section 24, each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Obligations arising under this Pledge Agreement, the other Financing Loan Documents and any other documents relating to the Senior Secured Obligations, it being the intention of the parties hereto that all the Senior Secured Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, in any other of the Financing Loan Documents or in any other documents relating to the Senior Secured Obligations, the obligations of each Guarantor under the Intercreditor Credit Agreement, the other Financing Loan Documents and the documents relating to the Senior Secured Obligations shall be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Debtor Relief Laws Section 548 of the United States Bankruptcy Code or any comparable provisions of any applicable state law. [Signature Pages Follow] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORS: RUBY TUESDAYAMEDISYS, INC., a Georgia Delaware corporation By:/s/ Xxxxxxxxxx By: /s/ Xxxxxx X. Xxxxx XxXxxxx Name:Xxxxxxxxxx : Xxxxxx X. Xxxxx XxXxxxx Title: Senior Vice Chairman and Chief Financial Officer AMEDISYS HOLDING, L.L.C., a Louisiana limited liability company By: /s/ Xxxxxx X. XxXxxxx Name: Xxxxxx X. XxXxxxx Title: Vice-President RTBDand Treasurer ACCUMED HEALTH SERVICES, L.L.C., a Texas limited liability company ACCUMED HOLDING, L.L.C., a Delaware limited liability company ACCUMED HOME HEALTH OF GEORGIA, L.L.C., a Georgia limited liability company ACCUMED HOME HEALTH OF NORTH TEXAS, L.L.C., a Texas limited liability company ADVENTA HOSPICE SERVICES OF FLORIDA, INC., a Florida corporation ADVENTA HOSPICE, L.L.C., a Florida limited liability company XXXXXX XXXXXXXX HOME CARE AND HOSPICE SERVICES, LLC, a Delaware limited liability company AMEDISYS AIR, L.L.C., a Louisiana limited liability company AMEDISYS ALABAMA, L.L.C., an Alabama limited liability company AMEDISYS ALASKA, LLC, an Alaska limited liability company AMEDISYS ARIZONA, L.L.C., an Arizona limited liability company AMEDISYS ARKANSAS, LLC, an Arkansas limited liability company AMEDISYS BA, LLC, a Delaware limited liability company AMEDISYS CALIFORNIA, L.L.C., a California limited liability company AMEDISYS COLORADO, L.L.C., a Colorado limited liability company AMEDISYS CONNECTICUT, L.L.C., a Connecticut limited liability company AMEDISYS DELAWARE, L.L.C., a Delaware limited liability company AMEDISYS FLORIDA, L.L.C., a Florida limited liability company AMEDISYS GEORGIA, L.L.C., a Georgia limited liability company AMEDISYS HEALTH CARE WEST, L.L.C., a Delaware limited liability company AMEDISYS HOME HEALTH, INC. OF ALABAMA, an Alabama corporation AMEDISYS HOME HEALTH, INC. OF SOUTH CAROLINA, a South Carolina corporation AMEDISYS HOME HEALTH, INC. OF VIRGINIA, a Virginia corporation AMEDISYS HOSPICE, L.L.C., a Louisiana limited liability company AMEDISYS IDAHO, L.L.C., an Idaho limited liability company AMEDISYS ILLINOIS, L.L.C., an Illinois limited liability company AMEDISYS INDIANA, L.L.C., an Indiana limited liability company AMEDISYS IOWA, L.L.C., an Iowa limited liability company AMEDISYS KANSAS, L.L.C., a Kansas limited liability company AMEDISYS LA ACQUISITIONS, L.L.C., a Louisiana limited liability company AMEDISYS LOUISIANA, L.L.C., a Louisiana limited liability company AMEDISYS MAINE, P.L.L.C., a Maine professional limited liability company AMEDISYS MARYLAND, L.L.C., a Maryland limited liability company AMEDISYS MASSACHUSETTS, L.L.C., a Massachusetts limited liability company AMEDISYS MICHIGAN, L.L.C., a Michigan limited liability company AMEDISYS MINNESOTA, L.L.C., a Minnesota limited liability company AMEDISYS MISSISSIPPI, L.L.C., a Mississippi limited liability company AMEDISYS MISSOURI, L.L.C., a Missouri limited liability company\ AMEDISYS NEBRASKA, L.L.C., a Nebraska limited liability company AMEDISYS NEVADA, L.L.C., a Nevada limited liability company AMEDISYS NEW HAMPSHIRE, L.L.C., a New Hampshire limited liability company AMEDISYS NEW JERSEY, L.L.C., a New Jersey limited liability company AMEDISYS NEW MEXICO, L.L.C., a New Mexico limited liability company AMEDISYS NORTH CAROLINA, L.L.C., a North Carolina limited liability company AMEDISYS NORTH DAKOTA, L.L.C., a North Dakota limited liability company AMEDISYS NORTHWEST, L.L.C., a Georgia limited liability company AMEDISYS OHIO, L.L.C., an Ohio limited liability company AMEDISYS OKLAHOMA, L.L.C., an Oklahoma limited liability company AMEDISYS OREGON, L.L.C., an Oregon limited liability company AMEDISYS PENNSYLVANIA, L.L.C., a Pennsylvania limited liability company AMEDISYS PROPERTY, L.L.C., a Louisiana limited liability company AMEDISYS QUALITY OKLAHOMA, L.L.C., an Oklahoma limited liability company AMEDISYS RHODE ISLAND, L.L.C., a Rhode Island limited liability company AMEDISYS SC, L.L.C., a South Carolina limited liability company AMEDISYS SOUTH DAKOTA, L.L.C., a South Dakota limited liability company AMEDISYS SOUTH FLORIDA, L.L.C., a Florida limited liability company AMEDISYS SPECIALIZED MEDICAL SERVICES, L.L.C., a Louisiana limited liability company AMEDISYS SP-IN, L.L.C., an Indiana limited liability company AMEDISYS SP-KY, L.L.C., a Kentucky limited liability company AMEDISYS SP-OH, L.L.C., an Ohio limited liability company AMEDISYS SP-TN, L.L.C., a Tennessee limited liability company AMEDISYS TENNESSEE, L.L.C., a Tennessee limited liability company AMEDISYS TEXAS, L.L.C., a Texas limited liability company AMEDISYS TLC ACQUISITION, L.L.C., a Louisiana limited liability company AMEDISYS UTAH, L.L.C., a Utah limited liability company AMEDISYS VENTURES, L.L.C., a Delaware limited liability company AMEDISYS VIRGINIA, L.L.C., a Virginia limited liability company AMEDISYS WASHINGTON, L.L.C., a Washington limited liability company AMEDISYS WEST VIRGINIA, L.L.C., a West Virginia limited liability company AMEDISYS WESTERN, L.L.C., a Delaware limited liability company AMEDISYS WISCONSIN, L.L.C., a Wisconsin limited liability company ANMC VENTURES, L.L.C., a Louisiana limited liability company AVENIR VENTURES, L.L.C., a Louisiana limited liability company BEACON HOSPICE, L.L.C., a Delaware limited liability company BROOKSIDE HOME HEALTH, LLC, a Virginia limited liability company CH HOLDINGS, LLC, a Louisiana limited liability company COMPREHENSIVE HOME HEALTHCARE SERVICES, L.L.C., a Tennessee limited liability company EMERALD CARE, L.L.C., a North Carolina limited liability company FAMILY HOME HEALTH CARE, L.L.C., a Kentucky limited liability company GREATER MOBILE HOME HEALTH, LLC, a Delaware limited liability company HHC, L.L.C., a Tennessee limited liability company HMR ACQUISITION, Inc., a Delaware corporation HOME HEALTH OF ALEXANDRIA, L.L.C., a Louisiana limited liability company HOME HOSPITALISTS OF AMERICA, LLC, a Delaware limited liability company HORIZONS HOSPICE CARE, L.L.C., an Alabama limited liability company HOUSECALL HOME HEALTH, L.L.C., a Tennessee limited liability company HOUSECALL MEDICAL RESOURCES, L.L.C., a Delaware limited liability company HOUSECALL MEDICAL SERVICES, L.L.C., a Tennessee limited liability company HOUSECALL SUPPORTIVE SERVICES, L.L.C., a Florida limited liability company HOUSECALL, L.L.C., a Tennessee limited liability company M.M. ACCUMED VENTURES, L.L.C., a Texas limited liability company MC VENTURES, LLC, a Mississippi limited liability company NINE PALMS 1, L.L.C., a Virginia limited liability company TENDER LOVING CARE HEALTH CARE SERVICES INTERNATIONAL, LLC, a Delaware limited liability company TENDER LOVING CARE HEALTH CARE SERVICES MIDWEST, LLC, a Delaware limited liability company TENDER LOVING CARE HEALTH CARE SERVICES OF BROWARD, LLC, a Delaware limited liability company TENDER LOVING CARE HEALTH CARE SERVICES OF ERIE NIAGARA, LLC, a New York limited liability company TENDER LOVING CARE HEALTH CARE SERVICES OF GEORGIA, LLC, a Delaware limited liability company TENDER LOVING HEALTH CARE SERVICES OF LONG ISLAND, LLC, a New York limited liability company TENDER LOVING CARE HEALTH CARE SERVICES OF NASSAU SUFFOLK, LLC, a New York limited liability company TENDER LOVING CARE HEALTH CARE SERVICES OF NEW ENGLAND, LLC, a Delaware limited liability company TENDER LOVING CARE HEALTH CARE SERVICES OF WEST VIRGINIA, LLC, a Delaware limited liability company TENDER LOVING CARE HEALTH CARE SERVICES SOUTHEAST, LLC, a Delaware limited liability company TENDER LOVING CARE HEALTH CARE SERVICES WESTERN, LLC, a Delaware limited liability company TLC HOLDINGS I, L.L.C., a Delaware limited liability company TLC HEALTH CARE SERVICES, L.L.C., a Delaware limited liability company By: /s/ Xxxxxxxxxx Xxxxxx X. Xxxxx XxXxxxx Name:Xxxxxxxxxx : Xxxxxx X. Xxxxx XxXxxxx Title: Vice-President RT FINANCENINE PALMS 2, INC. LLP, a Mississippi limited liability partnership By: MC Ventures, LLC its general partner By: /s/ Xxxxxxxxxx Xxxxxx X. Xxxxx XxXxxxx Name:Xxxxxxxxxx : Xxxxxx X. Xxxxx XxXxxxx Title: Vice Vice-President RUBY TUESDAY GC CARDS, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT TAMPA FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT ORLANDO FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT NEW YORK FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT SOUTHWEST FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIANA FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT KENTUCKY RESTAURANT HOLDINGS, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FLORIDA EQUITY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 Accepted and agreed to as of the date first above written. BANK OF AMERICA, N.A., as Collateral Administrative Agent By: /s/ Xxxxxxx Xxxx Name: Xxxxxxx Xxxx Title: Assistant Vice President CHAR1\1042960v9 CHAR1\1042960v9 FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to the following shares of capital stock of ____________________, a ____________ corporation:
Appears in 1 contract
Samples: Pledge Agreement (Amedisys Inc)
Joint and Several Obligations of Pledgors. (a) Each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the Secured CreditorsLenders under the Credit Agreement, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Pledgor Obligations arising under this Pledge Agreement, the other Financing Credit Documents and the Hedging Agreements between any other documents relating Credit Party and any Lender (to the Senior Secured extent the obligations of such Credit Party thereunder constitute Credit Party Obligations), it being the intention of the parties hereto that all the Senior Secured Pledgor Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, herein or in any other of the Financing Documents or in any other documents relating Credit Documents, to the Senior Secured Obligations, extent the obligations of each Guarantor under the Intercreditor Agreementa Pledgor shall be adjudicated to be invalid or unenforceable for any reason (including, the other Financing Documents and the documents without limitation, because of any applicable state or federal law relating to fraudulent conveyances or transfers) then the Senior Secured Obligations obligations of such Pledgor hereunder shall be limited to an aggregate amount equal to the largest maximum amount that would not render such obligations subject to avoidance is permissible under Debtor Relief Laws applicable law (whether federal or any comparable provisions of any applicable state lawand including, without limitation, the Bankruptcy Code). [Signature Pages Follow] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORS: RUBY TUESDAY, INC., a Georgia corporation By:/s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Senior Vice President RTBDAMERICAN MEDICAL SYSTEMS, INC. By: /s/ Xxxxxxxxxx Gregxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Xxxxxx -------------------------------------- Title: President RT FINANCEVice President-Finance, Treasurer and Chief Financial Officer ----------------------------------- Name: Gregxxx X. Xxxxxx ------------------------------------ AMERICAN MEDICAL SYSTEMS HOLDINGS, INC. By: /s/ Xxxxxxxxxx Gregxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Xxxxxx -------------------------------------- Title: Vice President RUBY TUESDAY GC CARDSPresident-Finance, Treasurer and Chief Financial Officer ----------------------------------- Name: Gregxxx X. Xxxxxx ------------------------------------ INFLUENCE, INC. By: /s/ Xxxxxxxxxx Gregxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Xxxxxx -------------------------------------- Title: Vice President RT TAMPA FRANCHISE, LP ByChief Financial Officer ----------------------------------- Name: /s/ Xxxxxxxxxx Gregxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT ORLANDO FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT NEW YORK FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT SOUTHWEST FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIANA FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT KENTUCKY RESTAURANT HOLDINGS, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FLORIDA EQUITY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 Xxxxxx ------------------------------------ Accepted and agreed to as of the date first above written. BANK OF AMERICA, N.A., as Collateral Agent By: /s/ John X. X'Xxxxx -------------------------------------- Title: Assistant Vice President CHAR1\1042960v9 CHAR1\1042960v9 FOR VALUE RECEIVEDManaging Director ----------------------------------- Name: John X. X'Xxxxx ------------------------------------ to Pledge Agreement dated as of , the undersigned hereby sells2000 in favor of Bank of America, assigns and transfers to the following shares N.A., as Agent PLEDGED CAPITAL STOCK PLEDGOR: AMERICAN MEDICAL SYSTEMS HOLDINGS, INC. Name of capital stock Number of ____________________Certificate Percentage Percentage Domestic Subsidiary Shares Number Ownership Pledged ------------------- ------ ------ --------- ------- American Medical Systems, a ____________ corporation:Inc. 100% 100% PLEDGOR: AMERICAN MEDICAL SYSTEMS, INC. Name of Number of Certificate Percentage Percentage Domestic Subsidiary Shares Number Ownership Pledged ------------------- ------ ------ --------- ------- Influence, Inc. 10,000,000 100% 100%
(a) to
Appears in 1 contract
Samples: Pledge Agreement (American Medical Systems Holdings Inc)
Joint and Several Obligations of Pledgors. (a) Each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the holders of the Secured CreditorsObligations, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Obligations arising under this Pledge Agreement, the other Financing Loan Documents and any other documents relating to the Senior Secured Obligations, it being the intention of the parties hereto that all the Senior Secured Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, in any other of the Financing Loan Documents or in any other documents relating to the Senior Secured Obligations, the obligations of each Guarantor under the Intercreditor Agreement, Credit Agreement and the other Financing Loan Documents and the documents relating to the Senior Secured Obligations shall be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Debtor Relief Laws Section 548 of the Bankruptcy Code or any comparable provisions of any applicable state law. [Signature Pages Follow] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORS: RUBY TUESDAYArdent Health Partners, INC.LLC AHP Health Partners, a Georgia corporation By:/s/ Inc. Ardent Legacy Holdings, LLC AHS Legacy Operations LLC LHP Hospital Group, Inc. AHS Newco 17, LLC AHS Newco 18, LLC AHS Oklahoma, Inc. AHS Hillcrest Healthcare System, LLC AHS Management Company, Inc. AHS East Texas Health System, LLC BSA Health System of Amarillo, LLC AHS New Mexico Holdings, Inc. AHS Kansas Health System, Inc. AHS Albuquerque Holdings, LLC AHS Oklahoma Heart, LLC AHS Xxxxxxx Hospital, LLC AHS Oklahoma Orthopedic ACE, LLC AHS Henryetta Hospital, LLC AHS Management Services of Oklahoma, LLC AHS Pryor Hospital, LLC BSA Health System Management, LLC BSA Health System Holdings, LLC BSA Physicians Group, Inc. BSA Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Senior Vice President RTBDPhysicians, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: President RT FINANCEInc. BSA Amarillo Diagnostic Clinic, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY GC CARDSInc. LHP Operations Co., INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT TAMPA FRANCHISELLC LHP Management Services, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT ORLANDO FRANCHISELLC LHP Texas Physicians, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISELLC LHP Montclair LLC LHP Pascack Valley, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT NEW YORK FRANCHISELLC LHP Pocatello, LLC LHP HH/Killeen, LLC LHP Bay County, LLC LHP IT Services, LLC LHP Texas MD Services, Inc. Athens Hospital, LLC Carthage Hospital, LLC Xxxxxxxxx Hospital, LLC Jacksonville Hospital, LLC Pittsburg Hospital, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT SOUTHWEST FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIANA FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT KENTUCKY RESTAURANT ARDENT LEGACY HOLDINGS, LLC PITTSBURG HOSPITAL, LLC AHS LEGACY OPERATIONS LLC QUITMAN HOSPITAL, LLC LHP HOSPITAL GROUP, INC. TYLER REGIONAL HOSPITAL, LLC AHS NEWCO 17, LLC REHABILITATION HOSPITAL, LLC AHS NEWCO 18, LLC SPECIALTY HOSPITAL, LLC AHS OKLAHOMA, INC. AHS OKLAHOMA ORTHOPEDIC ACE, LLC AHS HILLCREST HEALTHCARE SYSTEM, LLC AHS HENRYETTA HOSPITAL, LLC AHS MANAGEMENT COMPANY, INC. AHS MANAGEMENT SERVICES OF OKLAHOMA, LLC BSA HEALTH SYSTEM OF AMARILLO, LLC AHS XXXXX HOSPITAL, LLC AHS NEW MEXICO HOLDINGS, INC. BSA HEALTH SYSTEM MANAGEMENT, LLC AHS KANSAS HEALTH SYSTEM, INC. BSA HEALTH SYSTEM HOLDINGS, LLC AHS ALBUQUERQUE HOLDINGS, LLC BSA PHYSICIANS GROUP, INC. LHS SERVICES, INC. BSA XXXXXXXXXX PHYSICIANS, INC. AHS OKLAHOMA HEART, LLC BSA AMARILLO DIAGNOSTIC CLINIC, INC. AHS XXXXXXX HOSPITAL, LLC LHP OPERATIONS CO., LLC LHP TEXAS MD SERVICES, INC. LHP MANAGEMENT SERVICES, LLC ATHENS HOSPITAL, LLC LHP TEXAS PHYSICIANS, LLC CARTHAGE HOSPITAL, LLC LHP MONTCLAIR LLC XXXXXXXXX HOSPITAL, LLC LHP PASCACK VALLEY, LLC JACKSONVILLE HOSPITAL, LLC LHP POCATELLO, LLC LHP HH/KILLEEN, LLC LHP BAY COUNTY, LLC LHP IT SERVICES, LLC EAST TEXAS HOLDINGS, LLC ETMC PHYSICIAN GROUP, INC. EAST TEXAS AIR ONE, LLC EAST TEXAS HOME HEALTH SERVICES, LLC, By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx : Title: Vice President RT FLORIDA EQUITY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 Accepted and agreed to as of the date first above written. BARCLAYS BANK OF AMERICA, N.A.PLC, as Collateral Administrative Agent By: Name: Title: Assistant Vice President CHAR1\1042960v9 CHAR1\1042960v9 FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to the following shares of capital stock of ____________________, a ____________ corporation:
Appears in 1 contract
Samples: Term Loan Credit Agreement (Ardent Health Partners, LLC)
Joint and Several Obligations of Pledgors. (a) Each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the Secured CreditorsLenders under the Acquisition Loan Agreement, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Obligations arising under this Pledge Agreement, Agreement and the other Financing Documents and any other documents relating to the Senior Secured ObligationsLoan Documents, it being the intention of the parties hereto that all the Senior Secured Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, or in any other of the Financing Loan Documents or in any other documents relating to the Senior Secured Obligations, the obligations of each Guarantor under the Intercreditor Agreement, Acquisition Loan Agreement and the other Financing Loan Documents and the documents relating to the Senior Secured Obligations shall be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Debtor Relief Laws Section 548 of the Bankruptcy Code or any comparable provisions of any applicable state law. [Signature Pages Follow] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORSBORROWER: RUBY TUESDAYINFOCROSSING, INC., a Delaware corporation By: /s/ ZACH LONSTEIN ----------------- Name: Zach Lonstein Title: Chief Executive Xxxxxxx XXXXANTORS: INFOCROSSING SOUTHEAST, INC., a Georgia corporation By:/s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Senior Vice President RTBDformerly known as Amquest, INC. Inc. By: /s/ Xxxxxxxxxx X. Xxxxx ZACH LONSTEIN ----------------- Name:Xxxxxxxxxx X. Xxxxx : Zach Lonstein Title: President RT FINANCEChief Executive Xxxxxxx INFOCROSSING WEST, INC. ., a California corporation formerly known as ITO Acquisition Corporation and doing business as Systems Management Specialists By: /s/ Xxxxxxxxxx X. Xxxxx ZACH LONSTEIN ----------------- Name:Xxxxxxxxxx X. Xxxxx : Zach Lonstein Title: Vice President RUBY TUESDAY GC CARDS, INC. By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT TAMPA FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT ORLANDO FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT NEW YORK FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT SOUTHWEST FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIANA FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT KENTUCKY RESTAURANT HOLDINGS, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FLORIDA EQUITY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 Chief Executive Xxxxxxx Accepted and agreed to as of the date first above written. BANK OF AMERICA, N.A.CAPITALSOURCE FINANCE LLC, as Collateral Agent By: /s/ JOSEPH TURITZ ------------------ Name: Joseph Turitz Title: Assistant Vice President CHAR1\1042960v9 CHAR1\1042960v9 General Counsel Schedule 2(a) to Pledge Agreement dated as of July 29, 2004 in favor of CapitalSource Finance LLC as Agent PLEDGED SHARES PLEDGOR: INFOCROSSING, INC. Number of Class of Certificate Percentage ---------- --------- Name of Subsidiary Shares Stock Number Ownership ------------------ ------ ----- ------ --------- Infocrossing Southeast, Inc. 1,000 Common 3 100% ETG, Inc. 1,000,000 Common 3 100% Infocrossing Services, Inc. 100 Common 3 100% Infocrossing West, Inc. 100 Common 2 100% PLEDGOR: INFOCROSSING SOUTHEAST, INC. Number of Class of Certificate Percentage --------- -------- Name of Subsidiary Shares Stock Number Ownership Infocrossing Services Southeast, Inc. 100 Common 2 100% PLEDGOR: INFOCROSSING WEST, INC. Number of Class of Certificate Percentage --------- -------- Name of Subsidiary Shares Stock Number Ownership Infocrossing Services West, Inc. 100 Common 1 100% Schedule 4(a) to Pledge Agreement dated as of July 29, 2004 in favor of CapitalSource Finance LLC as Agent Irrevocable Stock Power FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to the following shares of capital stock of ____________________, a ____________ corporation:
Appears in 1 contract
Joint and Several Obligations of Pledgors. (a) Each of the Pledgors is accepting joint and several liability hereunder in consideration of the financial accommodation to be provided by the holders of the Secured CreditorsObligations, for the mutual benefit, directly and indirectly, of each of the Pledgors and in consideration of the undertakings of each of the Pledgors to accept joint and several liability for the obligations of each of them.
(b) Each of the Pledgors jointly and severally hereby irrevocably and unconditionally accepts, not merely as a surety but also as a co-debtor, joint and several liability with the other Pledgors with respect to the payment and performance of all of the Senior Secured Obligations arising under this Domestic Pledge Agreement, the other Financing Loan Documents and any other documents relating to the Senior Secured Obligations, it being the intention of the parties hereto that all the Senior Secured Obligations shall be the joint and several obligations of each of the Pledgors without preferences or distinction among them.
(c) Notwithstanding any provision to the contrary contained herein, in any other of the Financing Loan Documents or in any other documents relating to the Senior Secured Obligations, the obligations of each Guarantor under the Intercreditor Credit Agreement, the other Financing Loan Documents and the documents relating to the Senior Secured Obligations shall be limited to an aggregate amount equal to the largest amount that would not render such obligations subject to avoidance under Debtor Relief Laws Section 548 of the Bankruptcy Code or any comparable provisions of any applicable state law. [Signature Pages Follow] CHAR1\1042960v9 Each of the parties hereto has caused a counterpart of this Domestic Pledge Agreement to be duly executed and delivered as of the date first above written. PLEDGORS: RUBY TUESDAY, GFI GROUP INC., a Georgia Delaware corporation By:/s/ Xxxxxxxxxx X. Xxxxx By: Name:Xxxxxxxxxx X. Xxxxx : Title: Senior Vice President RTBDGFI GROUP LLC, INC. a New York limited liability company By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx : Title: President RT FINANCEGFINET INC., INC. a Delaware corporation By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx : Title: Vice President RUBY TUESDAY GC CARDSGFI BROKERS LLC, INC. a Delaware limited liability company By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx : Title: Vice President RT TAMPA FRANCHISEINTERACTIVE VENTURES LLC, LP a Delaware limited liability company By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx : Title: Vice President RT ORLANDO FRANCHISEFENICS SOFTWARE INC., LP a Delaware corporation By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx : Title: Vice President XXXX0\0000000x0 XX XXXXX XXXXXXX FRANCHISEAMEREX BROKERS LLC, LP a Delaware limited liability company By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx : Title: Vice President RT NEW YORK FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT SOUTHWEST FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIANA FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FRANCHISE ACQUISITION, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT KENTUCKY RESTAURANT HOLDINGS, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT FLORIDA EQUITY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 RTGC, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT WEST PALM BEACH FRANCHISE, LP By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT MICHIGAN FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RT DETROIT FRANCHISE, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President RUBY TUESDAY, LLC By: /s/ Xxxxxxxxxx X. Xxxxx Name:Xxxxxxxxxx X. Xxxxx Title: Vice President CHAR1\1042960v9 Accepted and agreed to as of the date first above written. BANK OF AMERICA, N.A., as Collateral Administrative Agent Name: Title: Assistant Vice President CHAR1\1042960v9 CHAR1\1042960v9 FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to the following shares of capital stock of ____________________, a ____________ corporation:
Appears in 1 contract
