Common use of Maintenance of Pledged Stock Clause in Contracts

Maintenance of Pledged Stock. Without the prior written consent of the Collateral Agent, such Pledgor will not (except as permitted by the Credit Agreement) (i) vote to enable, or take any other action to permit, any Issuer to issue any stock or other equity securities of any nature or to issue any other securities convertible into, or granting the right to purchase or exchange for, any stock or other equity securities of any nature of any Issuer, (ii) sell, assign, transfer, exchange, or otherwise dispose of, or grant any option with respect to, the Pledged Securities or Proceeds thereof, (iii) create, incur or permit to exist any Lien or option in favor of, or any material adverse claim of any Person with respect to, any of the Pledged Securities or Proceeds thereof, or any interest therein, except for the security interests created by this Agreement or Liens arising by operation of law or (iv) enter into any agreement or undertaking restricting the right or ability of such Pledgor or the Collateral Agent to sell, assign or transfer any of the Pledged Securities or Proceeds thereof other than in respect of Pledged Stock of Special Purpose Subsidiaries. Each interest in any limited liability company created after the Closing Date pledged hereunder shall be represented by a certificate, shall be a “security” within the meaning of the Article 8 of the Code and shall be governed by Article 8 of the Code. The charter documents of each such limited liability company shall include an express provision providing that each interest in such entity “is a security governed by Article 8 of the Uniform Commercial Code in effect in the State of New York on the date hereof”.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Hertz Corp), Guarantee and Collateral Agreement (Hertz Corp)

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Maintenance of Pledged Stock. Without the prior written consent of the U.S. Collateral Agent, such Pledgor will not (except as permitted by the Credit Agreement) (i) vote to enable, or take any other action to permit, any Issuer to issue any stock or other equity securities of any nature or to issue any other securities convertible into, or granting the right to purchase or exchange for, any stock or other equity securities of any nature of any Issuer, (ii) sell, assign, transfer, exchange, or otherwise dispose of, or grant any option with respect to, the Pledged Securities or Proceeds thereof, (iii) create, incur or permit to exist any Lien or option in favor of, or any material adverse claim of any Person with respect to, any of the Pledged Securities or Proceeds thereof, or any interest therein, except for the security interests created by this Agreement or Liens arising by operation of law or (iv) enter into any agreement or undertaking restricting the right or ability of such Pledgor or the U.S. Collateral Agent to sell, assign or transfer any of the Pledged Securities or Proceeds thereof other than in respect of Pledged Stock of Special Purpose Subsidiariesthereof. Each interest in any limited liability company created after the Closing Date pledged hereunder shall be represented by a certificate, shall be a “security” within the meaning of the Article 8 VIII of the Code and shall be governed by Article 8 VIII of the Code. The charter documents of each such limited liability company shall include an express provision providing that each interest in such entity “is a security governed by Article 8 VIII of the Uniform Commercial Code in effect in the State of New York on the date hereof”.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (RSC Equipment Rental, Inc.), Credit Agreement (RSC Holdings Inc.)

Maintenance of Pledged Stock. Without the prior written consent of the Collateral Agent, such Pledgor will not (except as permitted by the Credit Agreement) (i) vote to enable, or take any other action to permit, any Issuer to issue any stock or other equity securities of any nature or to issue any other securities convertible into, or granting the right to purchase or exchange for, any stock or other equity securities of any nature of any Issuer, (ii) sell, assign, transfer, exchange, or otherwise dispose of, or grant any option with respect to, the Pledged Securities or Proceeds thereof, (iii) create, incur or permit to exist any Lien or option in favor of, or any material adverse claim of any Person with respect to, any of the Pledged Securities or Proceeds thereof, or any interest therein, except for the security interests created by this Agreement or Liens arising by operation of law or (iv) enter into any agreement or undertaking restricting the right or ability of such Pledgor or the Collateral Agent to sell, assign or transfer any of the Pledged Securities or Proceeds thereof other than in respect of Pledged Stock of Special Purpose Subsidiariesthereof. Each interest in any limited liability company created formed by a Grantor after the Closing Date that is a Wholly Owned Subsidiary of the Grantor pledged hereunder shall be represented by a certificate, shall be a “security” within the meaning of the Article 8 of the Code and shall be governed by Article 8 of the Code. The charter documents of each such limited liability company shall include an express provision providing that each interest in such entity “is a security governed by Article 8 of the Uniform Commercial Code in effect in the State of New York on the date hereof”.

Appears in 2 contracts

Samples: Credit Agreement (Nci Building Systems Inc), Guarantee and Collateral Agreement (Nci Building Systems Inc)

Maintenance of Pledged Stock. Without the prior written consent of the U.S. Collateral Agent, such Pledgor will not (except as permitted by the Credit Agreement) (i) vote to enable, or take any other action to permit, any Issuer to issue any stock or other equity securities of any nature or to issue any other securities convertible into, or granting the right to purchase or exchange for, any stock or other equity securities of any nature of any Issuer, (ii) sell, assign, transfer, exchange, or otherwise dispose of, or grant any option with respect to, the Pledged Securities or Proceeds thereof, (iii) create, incur or permit to exist any Lien or option in favor of, or any material adverse claim of any Person with respect to, any of the Pledged Securities or Proceeds thereof, or any interest therein, except for the security interests created by this Agreement or Liens arising by operation of law or (iv) enter into any agreement or undertaking restricting the right or ability of such Pledgor or the U.S. Collateral Agent to sell, assign or transfer any of the Pledged Securities or Proceeds thereof other than in respect of Pledged Stock of Special Purpose Subsidiariesthereof. Each interest in any limited liability company created after the Closing Date pledged hereunder shall be represented by a certificate, shall be a "security" within the meaning of the Article 8 VIII of the Code and shall be governed by Article 8 VIII of the Code. The charter documents of each such limited liability company shall include an express provision providing that each interest in such entity "is a security governed by Article 8 VIII of the Uniform Commercial Code in effect in the State of New York on the date hereof".

Appears in 1 contract

Samples: u.s. Guarantee and Collateral Agreement (RSC Holdings Inc.)

Maintenance of Pledged Stock. Without the prior written consent of the Collateral Agent, such Pledgor will not (except as permitted by the Credit Agreement) (i) vote to enable, or take any other action to permit, any Issuer to issue any stock or other equity securities of any nature or to issue any other securities convertible into, or granting the right to purchase or exchange for, any stock or other equity securities of any nature of any Issuer, (ii) sell, assign, transfer, exchange, or otherwise dispose of, or grant any option with respect to, the Pledged Securities or Proceeds thereof, (iii) create, incur or permit to exist any Lien or option in favor of, or any material adverse claim of any Person with respect to, any of the Pledged Securities or Proceeds thereof, or any interest therein, except for the security interests created by this Agreement or Liens arising by operation of law or (iv) enter into any agreement or undertaking restricting the right or ability of such Pledgor or the Collateral Agent to sell, assign or transfer any of the Pledged Securities or Proceeds thereof other than in respect of Pledged Stock of Special Purpose Subsidiariesthereof. Each interest pledged hereunder in any limited liability company created that is formed by a Grantor after the Closing Date pledged hereunder and that is a Subsidiary of a Grantor shall be represented by a certificate, shall be a “security” within the meaning of the Article 8 of the Code and shall be governed by Article 8 of the Code. The charter documents of each such limited liability company shall include an express provision providing that each interest in such entity “is a security governed by Article 8 of the Uniform Commercial Code in effect in the State of New York on the date hereof”.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (New Sally Holdings, Inc.)

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Maintenance of Pledged Stock. Without the prior written consent of the Collateral Agent, such Pledgor will not (except as permitted by the Credit Agreement) (i) vote to enable, or take any other action to permit, any Issuer to issue any stock or other equity securities of any nature or to issue any other securities convertible into, or granting the right to purchase or exchange for, any stock or other equity securities of any nature of any Issuer, (ii) sell, assign, transfer, exchange, or otherwise dispose of, or grant any option with respect to, the Pledged Securities or Proceeds thereof, (iii) create, incur or permit to exist any Lien or option in favor of, or any material adverse claim of any Person with respect to, any of the Pledged Securities or Proceeds thereof, or any interest therein, except for the security interests created by this Agreement or Liens arising by operation of law or (iv) enter into any agreement or undertaking restricting the right or ability of such Pledgor or the Collateral Agent to sell, assign or transfer any of the Pledged Securities or Proceeds thereof other than in respect of Pledged Stock of Special Purpose Subsidiariesthereof. Each interest in any limited liability company created after the Closing Date pledged hereunder shall be represented by a certificate, shall be a “security” within the meaning of the Article 8 VIII of the Code and shall be governed by Article 8 VIII of the Code. The charter documents of each such limited liability company shall include an express provision providing that each interest in such entity “is a security governed by Article 8 VIII of the Uniform Commercial Code in effect in the State of New York on the date hereof”.

Appears in 1 contract

Samples: Second Lien Term Loan Credit Agreement (RSC Holdings Inc.)

Maintenance of Pledged Stock. Without the prior written consent of the Collateral Agent, such Pledgor will not (except as permitted by the Credit Agreement) (i) vote to enable, or take any other action to permit, any Issuer to issue any stock or other equity securities of any nature or to issue any other securities convertible into, or granting the right to purchase or exchange for, any stock or other equity securities of any nature of any Issuer, (ii) sell, assign, transfer, exchange, or otherwise dispose of, or grant any option with respect to, the Pledged Securities or Proceeds thereof, (iii) create, incur or permit to exist any Lien or option in favor of, or any material adverse claim of any Person with respect to, any of the Pledged Securities or Proceeds thereof, or any interest therein, except for the security interests created by this Agreement or Liens arising by operation of law or (iv) enter into any agreement or undertaking restricting the right or ability of such Pledgor or the Collateral Agent to sell, assign or transfer any of the Pledged Securities or Proceeds thereof other than in respect of Pledged Stock of Special Purpose Subsidiariesthereof. Each interest in any limited liability company created after the Closing Date pledged hereunder shall be represented by a certificate, shall be a "security" within the meaning of the Article 8 VIII of the Code and shall be governed by Article 8 VIII of the Code. The charter documents of each such limited liability company shall include an express provision providing that each interest in such entity "is a security governed by Article 8 VIII of the Uniform Commercial Code in effect in the State of New York on the date hereof".

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (RSC Holdings Inc.)

Maintenance of Pledged Stock. Without Except as not prohibited by the prior written consent of the Collateral AgentIndenture, such Pledgor will not (except as permitted by the Credit Agreement) (i) vote to enable, or take any other action to permit, any Equity Issuer to issue any stock or other equity securities of any nature or to issue any other securities convertible into, or granting the right to purchase or exchange for, any stock or other equity securities of any nature of any Equity Issuer, (ii) sell, assign, transfer, exchange, or otherwise dispose of, or grant any option with respect to, the Pledged Securities or Proceeds thereof, (iii) create, incur or permit to exist any Lien or option in favor of, or any material adverse claim of any Person with respect to, any of the Pledged Securities or Proceeds thereof, or any interest therein, except for the security interests created by this Agreement or Liens arising by operation of law or (iv) enter into any agreement or undertaking restricting the right or ability of such Pledgor or the Note Collateral Agent to sell, assign or transfer any of the Pledged Securities or Proceeds thereof other than in respect of Pledged Stock of Special Purpose Subsidiariesthereof. Each interest in any limited liability company created after the Closing Date date hereof pledged hereunder shall be represented by a certificate, shall be a “security” within the meaning of the Article 8 VIII of the Code and shall be governed by Article 8 VIII of the Code. The charter documents of each such limited liability company shall include an express provision providing that each interest in such entity “is a security governed by Article 8 VIII of the Uniform Commercial Code in effect in the State of New York on the date hereof”.

Appears in 1 contract

Samples: Collateral Agreement (RSC Equipment Rental, Inc.)

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