Common use of Negative Covenants of Pledgor Clause in Contracts

Negative Covenants of Pledgor. Until the Secured Obligations are paid in full, Pledgor covenants that it will not, without the prior written consent of Agent and Required Holders, (a) sell, convey or otherwise dispose of any of the Pledged Collateral or any interest therein other than as permitted under the Notes Amendment Documents; (b) grant or permit to exist any Lien whatsoever upon or with respect to any of the Pledged Collateral or the proceeds thereof, other than the security interest created hereby; (c) consent to the issuance by any Company of any new Equity Interests; (d) consent to any merger or other consolidation of any Company with or into any corporation or other entity other than as permitted under the Notes Amendment Documents; (e) cause any Pledged Collateral to be held or maintained in the form of a security entitlement or credited to any securities account; (f) designate, or cause any Company to designate, any of the Pledged Collateral constituting membership interests in a limited liability company or general or limited partnership interests in a limited partnership or limited liability partnership as a “security” under Article 8 of the UCC, unless such Company has caused such Pledged Collateral to become certificated and has complied with the requirements of Section 6(e) hereof with respect to such Pledged Collateral; (g) evidence, or permit any Company to evidence, any of the Pledged Collateral that is not currently certificated, with any certificates, instruments or other writings, unless such Company has complied with the provisions of Section 6(e) of this Agreement; or (h) consent to or permit any amendment of the organizational documents of any Company that would restrict Pledgor’s right to vote, pledge or grant a security interest in or otherwise transfer its respective portion of the Pledged Collateral.

Appears in 3 contracts

Samples: Pledge Agreement (Pacific Ethanol, Inc.), Pledge Agreement (Pacific Ethanol, Inc.), Pledge Agreement (Pacific Ethanol, Inc.)

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Negative Covenants of Pledgor. Until Except as provided in Amendment No. 7 and the ICP Amendment, until Payment in Full of the Secured Obligations are paid in fulland termination of the Credit Agreement, Pledgor covenants that it will not, without the prior written consent of Agent and Required HoldersAgent, (a) sell, convey or otherwise dispose of any of the Pledged Collateral or any interest therein other than as permitted under the Notes Amendment DocumentsCredit Agreement; (b) grant or permit to exist any Lien whatsoever upon or with respect to any of the Pledged Collateral or the proceeds thereof, other than the security interest created hereby; (c) consent to the issuance by any Company of any new Equity Interests; (d) consent to any merger or other consolidation of any Company with or into any corporation or other entity other than as permitted under the Notes Amendment DocumentsCredit Agreement; (e) cause any Pledged Collateral to be held or maintained in the form of a security entitlement or credited to any securities account; (f) designate, or cause any Company to designate, any of the Pledged Collateral constituting membership interests in a limited liability company or general or limited partnership interests in a limited partnership or limited liability partnership as a “security” under Article 8 of the UCC, unless such Company has caused such Pledged Collateral to become certificated and has complied with the requirements of Section 6(e) hereof with respect to such Pledged Collateral; (g) evidence, or permit any Company to evidence, any of the Pledged Collateral that is not currently certificated, with any certificates, instruments or other writings, unless such Company has complied with the provisions of Section 6(e) of this Agreement; or (h) consent to or permit any amendment of the organizational documents Organizational Documents of any Company that would restrict such Pledgor’s right to vote, pledge or grant a security interest in or otherwise transfer its respective portion of the Pledged Collateral.

Appears in 1 contract

Samples: Pledge Agreement (Pacific Ethanol, Inc.)

Negative Covenants of Pledgor. Until Except as provided in the PEP Amendment and the ICP Amendment, until Payment in Full of the Secured Obligations are paid in fulland termination of the Credit Agreement, Pledgor covenants that it will not, without the prior written consent of Agent and Required HoldersAgent, (a) sell, convey or otherwise dispose of any of the Pledged Collateral or any interest therein other than as permitted under the Notes Amendment DocumentsCredit Agreement; (b) grant or permit to exist any Lien whatsoever upon or with respect to any of the Pledged Collateral or the proceeds thereof, other than the security interest created hereby; (c) consent to the issuance by any Company of any new Equity Interests; (d) consent to any merger or other consolidation of any Company with or into any corporation or other entity other than as permitted under the Notes Amendment DocumentsCredit Agreement; (e) cause any Pledged Collateral to be held or maintained in the form of a security entitlement or credited to any securities account; (f) designate, or cause any Company to designate, any of the Pledged Collateral constituting membership interests in a limited liability company or general or limited partnership interests in a limited partnership or limited liability partnership as a “security” under Article 8 of the UCC, unless such Company has caused such Pledged Collateral to become certificated and has complied with the requirements of Section 6(e) hereof with respect to such Pledged Collateral; (g) evidence, or permit any Company to evidence, any of the Pledged Collateral that is not currently certificated, with any certificates, instruments or other writings, unless such Company has complied with the provisions of Section 6(e) of this Agreement; or (h) consent to or permit any amendment of the organizational documents Organizational Documents of any Company that would restrict such Pledgor’s right to vote, pledge or grant a security interest in or otherwise transfer its respective portion of the Pledged Collateral.

Appears in 1 contract

Samples: Pledge Agreement (Pacific Ethanol, Inc.)

Negative Covenants of Pledgor. Until all of the Secured Obligations are paid have been satisfied in fullfull and the Loan Agreement and the Parent Guaranty have been terminated, Pledgor covenants that it will not, without the prior written consent of Agent and Required HoldersAgent, (a) sell, convey or otherwise dispose of any of the Pledged Collateral or any interest therein other than as permitted under the Notes Amendment DocumentsLoan Agreement; (b) grant incur or permit to exist be incurred any Lien whatsoever upon or with respect to any of the Pledged Collateral or the proceeds thereof, other than the security interest created herebyhereby and Permitted Liens; (c) consent to the issuance by any Company of any new Equity InterestsInterests other than as permitted under the Loan Agreement; (d) consent to any merger or other consolidation of any Company with or into any corporation or other entity other than as permitted under the Notes Amendment DocumentsLoan Agreement; (e) cause any Pledged Collateral to be held or maintained in the form of a security entitlement or credited to any securities account; (f) designate, or cause any Company to designate, any of the Pledged Collateral constituting membership interests in a limited liability company or general or limited partnership interests in a limited partnership or limited liability partnership as a "security" under Article 8 of the UCC, unless such Company has caused such Pledged Collateral to become certificated and has complied with the requirements of Section 6(e) hereof with respect to such Pledged Collateral; or (g) evidence, or permit any Company to evidence, any of the Pledged Collateral that is not currently certificated, with any certificates, instruments or other writings, unless such Company has complied with the provisions of Section 6(e) of this Agreement; or (h) consent to or permit any amendment of the organizational documents of any Company that would restrict Pledgor’s right to vote, pledge or grant a security interest in or otherwise transfer its respective portion of the Pledged Collateral.

Appears in 1 contract

Samples: Pledge Agreement (Anchor Funding Services, Inc.)

Negative Covenants of Pledgor. Until Payment in Full of the Secured Obligations are paid in fulland termination of the Credit Agreement, Pledgor covenants that it will not, without the prior written consent of Agent and Required HoldersAgent, (a) sell, convey or otherwise dispose of any of the Pledged Collateral or any interest therein other than as permitted under the Notes Amendment DocumentsCredit Agreement; (b) grant or permit to exist any Lien whatsoever upon or with respect to any of the Pledged Collateral or the proceeds thereof, other than the security interest created hereby; (c) consent to the issuance by any Company of any new Equity Interests; (d) consent to any merger or other consolidation of any Company with or into any corporation or other entity other than as permitted under the Notes Amendment DocumentsCredit Agreement; (e) cause any Pledged Collateral to be held or maintained in the form of a security entitlement or credited to any securities account; (f) designate, or cause any Company to designate, any of the Pledged Collateral constituting membership interests in a limited liability company or general or limited partnership interests in a limited partnership or limited liability partnership as a “security” under Article 8 of the UCC, unless such Company has caused such Pledged Collateral to become certificated and has complied with the requirements of Section 6(e) hereof with respect to such Pledged Collateral; (g) evidence, or permit any Company to evidence, any of the Pledged Collateral that is not currently certificated, with any certificates, instruments or other writings, unless such Company has complied with the provisions of Section 6(e) of this Agreement; or (h) consent to or permit any amendment of the organizational documents Organizational Documents of any Company that would restrict such Pledgor’s right to vote, pledge or grant a security interest in or otherwise transfer its respective portion of the Pledged Collateral.

Appears in 1 contract

Samples: Pledge Agreement (Pacific Ethanol, Inc.)

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Negative Covenants of Pledgor. Until satisfaction and discharge of all of the Secured Obligations are paid in fullhas occurred, Pledgor covenants that it will not, without the prior written consent of Agent and Required HoldersSecured Party, (a) sell, convey or otherwise dispose of any of the Pledged Collateral or any interest therein other than as permitted under the Notes Amendment Documentstherein; (b) grant or permit to exist any Lien lien whatsoever upon or with respect to any of the Pledged Collateral or the proceeds thereof, other than the security interest created hereby; (c) consent to the issuance by any the Company of any new Equity Interestsequity interests; (d) consent to any merger or other consolidation of any the Company with or into any corporation or other entity other than as permitted under the Notes Amendment Documentsentity; (e) cause any Pledged Collateral to be held or maintained in the form of a security entitlement or credited to any securities account; (f) designate, or cause any the Company to designate, any of the Pledged Collateral constituting membership interests in a limited liability company or general or limited partnership interests in a limited partnership or limited liability partnership as a “security” under Article 8 of the UCC, unless such the Company has caused such Pledged Collateral to become certificated and has complied with the requirements of Section 6(e3.4(d) hereof with respect to such Pledged Collateral; (g) evidence, or permit any the Company to evidence, any of the Pledged Collateral that is not currently certificated, with any certificates, instruments or other writings, unless such the Company has complied with the provisions of Section 6(e3.4(d) of this Pledge Agreement; or (h) consent to or permit any amendment of the organizational governing documents of any the Company that would restrict PledgorPxxxxxx’s right to vote, pledge or grant a security interest in or otherwise transfer its respective portion of the Pledged Collateral.

Appears in 1 contract

Samples: Pledge Agreement (Above Food Ingredients Inc.)

Negative Covenants of Pledgor. Until Payment in Full of the Secured Obligations are paid in fulland termination of the Credit Agreement, Pledgor covenants that it will not, without the prior written consent of Agent and Required HoldersAgent, (a) sell, convey or otherwise dispose of any of the Pledged Collateral or any interest therein other than as permitted under the Notes Amendment DocumentsCredit Agreement; (b) grant or permit to exist any Lien whatsoever upon or with respect to any of the Pledged Collateral or the proceeds thereof, other than the security interest created hereby; (c) consent to the issuance by any Company of any new Equity Interests; (d) consent to any merger or other consolidation of any Company with or into any corporation or other entity other than as permitted under the Notes Amendment DocumentsCredit Agreement; (e) cause any Pledged Collateral to be held or maintained in the form of a security entitlement or credited to any securities account; (f) designate, or cause any Company to designate, any of the Pledged Collateral constituting membership interests in a limited liability company or general or limited partnership interests in a limited partnership or limited liability partnership as a “security” under Article 8 of the UCC, unless such Company has caused such Pledged Collateral to become certificated and has complied with the requirements of Section 6(e) hereof with respect to such Pledged Collateral; (g) evidence, or permit any Company to evidence, any of the Pledged Collateral that is not currently certificated, with any certificates, instruments or other writings, unless such Company has complied with the provisions of Section 6(e) of this Agreement; or (h) consent to or permit any amendment of the organizational documents Organizational Documents of any Company that would restrict such Pledgor’s right to vote, pledge or grant a security interest in or otherwise transfer its respective portion of the Pledged Collateral.

Appears in 1 contract

Samples: Pledge Agreement (Pacific Ethanol, Inc.)

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