Common use of Pledge Agreements Clause in Contracts

Pledge Agreements. (a) On the Initial Borrowing Date, the Borrower and each Subsidiary Guarantor shall have duly authorized, executed and delivered the Pledge Agreement in the form of Exhibit G-1 (as amended, modified or supplemented from time to time, the (“Borrower/Sub Pledge Agreement”) and shall have delivered to the Collateral Agent, as pledgee thereunder, all of the Pledge Agreement Collateral, if any, referred to therein and then owned by the Borrower or such Subsidiary Guarantor, (x) endorsed in blank in the case of promissory notes constituting Pledge Agreement Collateral and (y) together with executed and undated endorsements for transfer in the case of Equity Interests constituting certificated Pledge Agreement Collateral, along with evidence that all other actions necessary or, in the reasonable opinion of the Collateral Agent desirable, to perfect the security interests purported to be created by the Borrower/Sub Pledge Agreement have been taken and the Borrower/Sub Pledge Agreement shall be in full force and effect. (b) On the Initial Borrowing Date, Holdings shall have duly authorized, executed and delivered the Pledge Agreement in the form of Exhibit G-2 (as amended, modified, restated and/or supplemented from time to time, the “Holdings Pledge Agreement”) and shall have delivered to the Collateral Agent, as pledgee thereunder, all of the Pledge Agreement Collateral referred to therein and then owned by Holdings, together with executed and undated endorsements for transfer in the case of Equity Interests constituting certificated Pledge Agreement Collateral, along with evidence that all other actions necessary or, in the reasonable opinion of the Collateral Agent, desirable, to perfect the security interests purported to be created by the Holdings Pledge Agreement have been taken, and the Holdings Pledge Agreement shall be in full force and effect.

Appears in 1 contract

Samples: Credit Agreement (Town Sports International Holdings Inc)

AutoNDA by SimpleDocs

Pledge Agreements. (a) On the Initial Borrowing Date, the Borrower and each Subsidiary Guarantor Credit Party shall have duly authorized, executed and delivered the a Pledge Agreement in the form of Exhibit G-1 F-1 (as amendedmodified, modified supplemented or supplemented amended from time to time, the (“Borrower/Sub "Corporate Pledge Agreement") and shall have delivered to the Collateral Agent, as pledgee Pledgee thereunder, all of the Pledge Agreement Collateral, if any, Pledged Securities referred to therein and then owned by the Borrower or each such Subsidiary Guarantor, Credit Party (x) endorsed in blank in the case of promissory notes constituting Pledge Agreement Collateral Pledged Securities and (y) together with executed and undated endorsements for transfer irrevocable stock powers, in the case of Equity Interests capital stock constituting certificated Pledged Securities. (b) On the Initial Borrowing Date, the Borrower shall have duly authorized, executed and delivered a Partnership Pledge Agreement Collateralsubstantially in the form of Exhibit F-2 (as modified, along supplemented or amended from time to time, the "Partnership Pledge Agreement") and shall have delivered to the Collateral Agent, as Pledgee thereunder, if certificated all of the Pledged Partnership Interests referred to therein then owned by the Borrower together with executed and undated irrevocable stock powers or other acceptable instruments of transfer and: (i) evidence that all other actions necessary or, in the reasonable opinion of counsel to the Collateral Agent desirableAgent, appropriate to perfect and protect the first priority security interest created by the Partnership Pledge Agreement have been taken; (ii) acknowledgment copies of all UCC-1 financing statements filed, registered or recorded (or other evidence satisfactory to the Agent that there has been filed, registered or recorded all financing statements necessary and advisable to perfect the security interest of the Secured Creditors); (iii) consents and/or acknowledgments from the requisite number of limited partners to permit the granting of the security interests purported to be created by granted pursuant to the Borrower/Sub Partnership Pledge Agreement as the Agent shall have been taken and the Borrower/Sub Pledge Agreement shall be in full force and effect.reasonably requested; and (biv) On copies of lien and judgment searches as the Initial Borrowing Date, Holdings Agent shall have duly authorized, executed reasonably request (and delivered the Pledge Agreement such termination statements or other documents as may be necessary to release any Lien in the form favor of Exhibit G-2 (as amended, modified, restated and/or supplemented from time to time, the “Holdings Pledge Agreement”) and shall have delivered to the Collateral Agent, as pledgee thereunder, all any third party not otherwise permitted by Section 8.01)." 7. Section 4.08 of the Pledge Credit Agreement Collateral referred to therein is hereby amended by (I) deleting such Section in its entirety and then owned by Holdings, together with executed and undated endorsements for transfer (II) inserting in lieu thereof the case of Equity Interests constituting certificated Pledge Agreement Collateral, along with evidence that all other actions necessary or, in the reasonable opinion of the Collateral Agent, desirable, to perfect the security interests purported to be created by the Holdings Pledge Agreement have been taken, and the Holdings Pledge Agreement shall be in full force and effect.following new Section 4.08:

Appears in 1 contract

Samples: Credit Agreement (Usol Holdings Inc)

Pledge Agreements. (a) On the Initial Borrowing Effective Date, the Borrower and each Subsidiary Guarantor Holdings shall have duly authorized, executed and delivered the a Pledge Agreement in the form of Exhibit G-1 H-1 (as amended, modified modified, extended, renewed, replaced, restated or supplemented from time to time, the (“Borrower/Sub "Holdings Pledge Agreement") and shall have delivered to the Collateral Agent, as pledgee thereunderPledgee, all of the Pledge Agreement Collateral, if any, Pledged Securities referred to therein and then owned by the Borrower or such Subsidiary GuarantorHoldings, (x) endorsed in blank in the case of promissory notes constituting Pledge Agreement Collateral and (y) together with or accompanied by executed and undated endorsements for transfer stock powers in the case of Equity Interests constituting certificated Pledge Agreement Collateral, along with evidence that all other actions necessary or, in the reasonable opinion of the Collateral Agent desirable, to perfect the security interests purported to be created by the Borrower/Sub Pledge Agreement have been taken and the Borrower/Sub Pledge Agreement shall be in full force and effectcapital stock. (b) On the Initial Borrowing Effective Date, Holdings the Borrower shall have duly authorized, executed and delivered the a Pledge Agreement in the form of Exhibit G-2 H-2 (as amended, modified, extended, renewed, replaced, restated and/or or supplemented from time to time, the “Holdings "Borrower Pledge Agreement") and shall have delivered to the Collateral Agent, as pledgee thereunderPledgee, all of the Pledge Agreement Collateral Pledged Securities referred to therein and then owned by Holdingsthe Borrower, together with executed and undated endorsements for transfer endorsed in blank in the case of Equity Interests constituting certificated promissory notes or accompanied by executed and undated stock powers in the case of capital stock. (c) On the Effective Date, each Subsidiary of the Borrower shall have duly authorized, executed and delivered a Pledge Agreement Collateral, along with evidence that all other actions necessary or, in the reasonable opinion form of Exhibit H-3 (as amended, modified, extended, renewed, replaced, restated or supplemented from time to time, the "Subsidiary Pledge Agreement") and shall have delivered to the Collateral Agent, desirableas Pledgee, all the Pledged Securities referred to perfect therein then owned by such Subsidiary (to the security interests purported extent required to be created delivered on the Effective Date pursuant to the terms thereof), endorsed in blank in the case of promissory notes or accompanied by executed and undated stock powers, in the Holdings Pledge Agreement have been taken, and the Holdings Pledge Agreement shall be in full force and effectcase of capital stock.

Appears in 1 contract

Samples: Credit Agreement (Commodore Media Inc)

Pledge Agreements. (a) On the Initial Borrowing Closing Date, (i) each Credit Party (other than OFSI and the Borrower and each Subsidiary Guarantor Designated Onex Sub) shall have duly authorized, executed and delivered the and amended and restated Pledge Agreement in the form of Exhibit G-1 G-1, with such changes thereto, or such additional pledge agreements (or amendments thereto) entered into in connection therewith, as amendedforeign counsel may suggest in connection with the Pledged Securities issued by any Foreign Subsidiary of SCIS designated by the Administrative Agent (such amended and restated Pledge Agreement, modified together with such additional pledge agreements, as modified, supplemented or supplemented amended from time to time, collectively, the "General Pledge Agreement"), (ii) OFSI shall have duly authorized, executed and delivered an amended and restated Pledge Agreement in the form of Exhibit G-2 (such amended and restated Pledge Agreement as modified, supplemented, amended from time to time, the "OFSI Pledge Agreement") and (“Borrower/iii) the Designated Onex Sub shall have duly authorized, executed and delivered an amended and restated Pledge Agreement in the form of Exhibit G-3 (as modified, supplemented or amended from time to time, the "Designated Onex Sub Pledge Agreement") and and, in each case, each Credit Party shall have delivered to the Collateral Agent, as pledgee thereunderPledgee, all of the Pledge Agreement CollateralPledged Securities, if any, referred to therein and then owned by the Borrower or such Subsidiary GuarantorCredit Party, (x) endorsed in blank in the case of promissory notes constituting Pledge Agreement Collateral Pledged Securities and (y) together with executed and undated endorsements for transfer stock powers (or the equivalent thereof in the relevant jurisdiction) in the case of Equity Interests capital stock constituting certificated Pledge Agreement Collateral, along with evidence that all other actions necessary or, in the reasonable opinion of the Collateral Agent desirable, to perfect the security interests purported to be created by the Borrower/Sub Pledge Agreement have been taken and the Borrower/Sub Pledge Agreement shall be in full force and effectPledged Securities. (b) On the Initial Borrowing Date, Holdings shall have duly authorized, executed and delivered the Pledge Agreement in the form of Exhibit G-2 (as amended, modified, restated and/or supplemented from time to time, the “Holdings Pledge Agreement”) and shall have delivered to the Collateral Agent, as pledgee thereunder, all of the Pledge Agreement Collateral referred to therein and then owned by Holdings, together with executed and undated endorsements for transfer in the case of Equity Interests constituting certificated Pledge Agreement Collateral, along with evidence that all other actions necessary or, in the reasonable opinion of the Collateral Agent, desirable, to perfect the security interests purported to be created by the Holdings Pledge Agreement have been taken, and the Holdings Pledge Agreement shall be in full force and effect.

Appears in 1 contract

Samples: Term Loan Agreement (Sky Chefs Argentine Inc)

Pledge Agreements. (a) On the Initial Borrowing Restatement Effective Date, (i) each Credit Party (other than OFSI and the Borrower and each Subsidiary Guarantor Designated Onex Sub) shall have duly authorized, executed and delivered the an amended and restated Pledge Agreement in the form of Exhibit G-1 G-1, with such changes thereto, or such additional pledge agreements (or amendments thereto) entered into in connection therewith, as foreign counsel may suggest in connection with the Pledged Securities issued by any Foreign Subsidiary of the Borrower designated by the Co-Arrangers (such Pledge Agreement, together with such additional pledge agreements, as modified, supplemented or amended from time to time, collectively, the "General Pledge Agreement"), (ii) OFSI shall have duly authorized, executed and delivered an amended and restated Pledge Agreement in the form of Exhibit G-2 (as amendedmodified, modified supplemented or supplemented amended from time to time, the "OFSI Pledge Agreement") and (“Borrower/iii) the Designated Onex Sub shall have duly authorized, executed and delivered an amended and restated Pledge Agreement in the form of Exhibit G-3 (as modified, supplemented or amended from time to time, the "Designated Onex Sub Pledge Agreement") and and, in each case, each Credit Party shall have delivered to the Collateral Agent, as pledgee thereunderPledgee, all of the Pledge Agreement CollateralPledged Securities, if any, referred to therein and then owned by the Borrower or such Subsidiary GuarantorCredit Party, (x) endorsed in blank in the case of promissory notes constituting Pledge Agreement Collateral Pledged Securities and (y) together with executed and undated endorsements for transfer stock powers (or the equivalent thereof in the relevant jurisdiction) in the case of Equity Interests capital stock constituting certificated Pledge Agreement Collateral, along with evidence that all other actions necessary or, in the reasonable opinion of the Collateral Agent desirable, to perfect the security interests purported to be created by the Borrower/Sub Pledge Agreement have been taken and the Borrower/Sub Pledge Agreement shall be in full force and effectPledged Securities. (b) On the Initial Borrowing Date, Holdings shall have duly authorized, executed and delivered the Pledge Agreement in the form of Exhibit G-2 (as amended, modified, restated and/or supplemented from time to time, the “Holdings Pledge Agreement”) and shall have delivered to the Collateral Agent, as pledgee thereunder, all of the Pledge Agreement Collateral referred to therein and then owned by Holdings, together with executed and undated endorsements for transfer in the case of Equity Interests constituting certificated Pledge Agreement Collateral, along with evidence that all other actions necessary or, in the reasonable opinion of the Collateral Agent, desirable, to perfect the security interests purported to be created by the Holdings Pledge Agreement have been taken, and the Holdings Pledge Agreement shall be in full force and effect.

Appears in 1 contract

Samples: Credit Agreement (Sky Chefs Argentine Inc)

Pledge Agreements. (a) On the Initial Borrowing Effective Date, the Borrower and each Subsidiary Guarantor Credit Party ----------------- shall have duly authorized, executed and delivered the Pledge Agreement in the form of Exhibit G-1 (as amended, modified or supplemented from time to time, the (“Borrower/Sub "General Pledge Agreement") and shall have delivered to the Collateral Agent, as pledgee Pledgee thereunder, all of the Pledge Agreement Collateral, if any, referred to therein and then owned by the Borrower or such Subsidiary GuarantorCredit Party, (x) endorsed in blank in the case of promissory notes constituting Pledge Agreement Collateral and (y) together with executed and undated endorsements for transfer in the case of Equity Interests constituting certificated Pledge Agreement Collateral, along with evidence that all other actions necessary or, in the reasonable opinion of the Collateral Agent desirable, to perfect the security equity interests purported to be created by the Borrower/Sub Pledge Agreement have been taken and the Borrower/Sub Pledge Agreement shall be in full force and effect. (b) On the Initial Borrowing Date, Holdings shall have duly authorized, executed and delivered the Pledge Agreement in the form of Exhibit G-2 (as amended, modified, restated and/or supplemented from time to time, the “Holdings Pledge Agreement”) and shall have delivered to the Collateral Agent, as pledgee thereunder, all of the Pledge Agreement Collateral referred to therein and then owned by Holdings, together with executed and undated endorsements for transfer in the case of Equity Interests constituting certificated Pledge Agreement Collateral, along with evidence that all other actions necessary or, in the reasonable opinion of the Collateral Agent, desirable, desirable to perfect the security interests purported to be created by the Holdings General Pledge Agreement have been taken, taken and the Holdings General Pledge Agreement shall be in full force and effect. (b) On the Effective Date, each Shareholder shall have duly authorized, executed and delivered the Pledge Agreement (recourse under which shall be limited to the capital stock of Group II) in the form of Exhibit G-2 (as amended, modified or supplemented from time to time, the "Shareholder Pledge Agreement" and, together with the General Pledge Agreement, the "Pledge Agreements") and shall have delivered to the Collateral Agent, as Pledgee thereunder, all of the Pledge Agreement Collateral referred to therein and then owned by such Shareholder, together with executed and undated stock powers, along with evidence that all other actions necessary or, in the reasonable opinion of the Collateral Agent, desirable to perfect the security interests purported to be created by the Shareholder Pledge Agreement have been taken and the Shareholder Pledge Agreement shall be in full force and effect.

Appears in 1 contract

Samples: Credit Agreement (Nm Licensing LLC)

Pledge Agreements. The Agents shall have received executed counterparts of (a) On the Initial Borrowing Date, the Borrower Holdings Guaranty and each Subsidiary Guarantor shall have duly authorized, executed and delivered the Pledge Agreement in the form of Exhibit G-1 (as amended, modified or supplemented from time to time, the (“Borrower/Sub Pledge Agreement”) and shall have delivered to , dated as of the Collateral Agentdate hereof, as pledgee thereunderduly executed by an Authorized Officer of Holdings, together with the certificates evidencing all of the Pledge Agreement Collateral, if any, referred to therein issued and then owned by outstanding shares of Capital Stock of the Borrower or such Subsidiary Guarantor, (x) endorsed in blank in the case of promissory notes constituting Pledge Agreement Collateral and (y) together with executed and undated endorsements for transfer in the case of Equity Interests constituting certificated Pledge Agreement Collateral, along with evidence that all other actions necessary or, in the reasonable opinion of the Collateral Agent desirable, to perfect the security interests purported to be created by the Borrower/Sub Pledge Agreement have been taken and the Borrower/Sub Pledge Agreement which shall be pledged pursuant to the Holdings Guaranty and Pledge Agreement, which certificates shall in full force and effect.each case be accompanied by undated stock powers duly executed in blank; and (b) On the Initial Borrowing Date, Holdings shall have duly authorized, executed and delivered the Pledge Agreement in the form of Exhibit G-2 (as amended, modified, restated and/or supplemented from time to time, the “Holdings Borrower Pledge Agreement, dated as of the date hereof, duly executed by the Borrower together with (i) and shall have delivered to the Collateral Agent, as pledgee thereunder, certificates evidencing all of the issued and outstanding shares of Capital Stock of each Material Subsidiary of the Borrower which shall be pledged pursuant to the Borrower Pledge Agreement, which certificates shall in each case be accompanied by undated stock powers duly executed in blank and (ii) the Intercompany Note duly indorsed to the order of the Administrative Agent; provided, however, that neither the Borrower nor any of its Subsidiaries shall be required to pledge in excess of 65% of the outstanding voting stock of any Non-U.S. Subsidiary. If any securities pledged pursuant to a Pledge Agreement Collateral referred are uncertificated securities or are held through a financial intermediary, the Administrative Agent shall have received confirmation and evidence satisfactory to therein and then owned by Holdings, together with executed and undated endorsements for transfer it that appropriate book entries have been made in the relevant books or records of a financial intermediary or the issuer of such securities, as the case of Equity Interests constituting certificated Pledge Agreement Collateralmay be, along with evidence that all or other actions necessary or, appropriate steps have been taken under applicable law resulting in the reasonable opinion perfection of the Collateral Agent, desirable, security interest granted in favor of the Administrative Agent in such securities pursuant to perfect the security interests purported to be created by terms of the Holdings applicable Pledge Agreement have been taken, and the Holdings Pledge Agreement shall be in full force and effectAgreement.

Appears in 1 contract

Samples: Credit Agreement (Decisionone Corp /De)

AutoNDA by SimpleDocs

Pledge Agreements. (a) On the Initial Borrowing Date, the Borrower and (i) each Subsidiary Guarantor Credit Party shall have duly authorized, executed and delivered the Pledge Agreement a pledge agreement substantially in the form of Exhibit G-1 H-1, (ii) GWR shall have duly authorized, executed and delivered a pledge agreement substantially in the form of Exhibit H-2, (iii) GGH shall have duly authorized, executed and delivered a pledge agreement substantially in the form of Exhibit H-3, (iv) GGH shall have duly authorized, executed and delivered a pledge agreement substantially in the form of Exhibit H-4, (x) GGH shall have duly authorized, executed and delivered a pledge agreement substantially in the form of Exhibit H-5 and (vi) GWH shall have duly authorized, executed and delivered a pledge agreement substantially in the form of Exhibit H-6 (each such pledge agreement, as amendedmodified, modified supplemented or supplemented amended from time to time, the (“Borrower/Sub a "Pledge Agreement”) " and collectively, the "Pledge Agreements"); and each Credit Party shall have (x) delivered to the Collateral Agent, as pledgee thereunder, Pledgee thereunder all of the Pledge Agreement Collateral, if any, Pledged Securities referred to therein and then owned by the Borrower or each such Subsidiary Guarantor, Credit Party (x1) endorsed in blank in the case of promissory notes constituting Pledge Agreement Collateral Pledged Securities and (y2) together with executed and undated endorsements for transfer irrevocable stock powers, in the case of Equity Interests capital stock constituting certificated Pledge Agreement Collateral, along with evidence that all Pledged Securities and (y) taken such other actions necessary or, in the reasonable opinion of the Collateral Agent desirable, action to perfect the security interests purported to be created by the Borrower/Sub Pledge Agreement have been taken and the Borrower/Sub Pledge Agreement shall be in full force and effect. (b) On the Initial Borrowing Date, Holdings shall have duly authorized, executed and delivered the Pledge Agreement in the form of Exhibit G-2 (thereunder as amended, modified, restated and/or supplemented from time to time, the “Holdings Pledge Agreement”) and shall have delivered to the Collateral Agent, as pledgee thereunder, all of the Pledge Agreement Collateral referred to therein and then owned by Holdings, together with executed and undated endorsements for transfer in the case of Equity Interests constituting certificated Pledge Agreement Collateral, along with evidence that all other actions necessary or, in the reasonable opinion of the Collateral Agent, desirable, to perfect the security interests purported to be created by the Holdings Pledge Agreement have been taken, and the Holdings Pledge Agreement Agent shall be in full force and effectreasonably request.

Appears in 1 contract

Samples: Credit Agreement (Gleason Corp /De/)

Pledge Agreements. (a) On the Initial Borrowing Restatement Effective Date, the Borrower and each Subsidiary Guarantor Holdings shall have duly authorized, executed and delivered the an Amended and Restated Pledge Agreement in the form of Exhibit G-1 H-1 (as amended, modified modified, extended, renewed, replaced, restated or supplemented from time to time, the (“Borrower/Sub "Amended and Restated Holdings Pledge Agreement") and shall have delivered to the Collateral Agent, as pledgee thereunderPledgee, all of the Pledge Agreement Collateral, if any, Pledged Securities referred to therein and then owned by the Borrower or such Subsidiary Guarantor, (x) endorsed in blank in the case of promissory notes constituting Pledge Agreement Collateral and (y) together with executed and undated endorsements for transfer in the case of Equity Interests constituting certificated Pledge Agreement Collateral, along with evidence that all other actions necessary or, in the reasonable opinion of the Collateral Agent desirable, to perfect the security interests purported to be created by the Borrower/Sub Pledge Agreement have been taken and the Borrower/Sub Pledge Agreement shall be in full force and effect.Holdings, (b) On the Initial Borrowing Restatement Effective Date, Holdings the Borrower shall have duly authorized, executed and delivered the an Amended and Restated Pledge Agreement in the form of Exhibit G-2 H-2 (as amended, modified, extended, renewed, replaced, restated and/or or supplemented from time to time, the “Holdings "Amended and Restated Borrower Pledge Agreement") and shall have delivered to the Collateral Agent, as pledgee thereunderPledgee, all of the Pledge Agreement Collateral Pledged Securities referred to therein and then owned by Holdingsthe Borrower, together with executed and undated endorsements for transfer stock powers in the case of Equity Interests capital stock constituting certificated Pledged Securities. (c) On the Restatement Effective Date, each Subsidiary of the Borrower shall have duly authorized, executed and delivered an Amended and Restated Pledge Agreement Collateral, along with evidence that all other actions necessary or, in the reasonable opinion form of Exhibit H-3 (as amended, modified, extended, renewed, replaced, restated or supplemented from time to time, the "Amended and Restated Subsidiary Pledge Agreement") and shall have delivered to the Collateral Agent, desirableas Pledgee, all the Pledged Securities referred to perfect therein then owned by such Subsidiary, together with executed and undated stock powers, in the security interests purported to be created by the Holdings Pledge Agreement have been taken, and the Holdings Pledge Agreement shall be in full force and effectcase of capital stock constituting Pledged Securities.

Appears in 1 contract

Samples: Credit Agreement (Chancellor Broadcasting Co /De/)

Pledge Agreements. (a) On The Borrower Pledge Agreement dated as of the Initial Borrowing Datedate hereof, has been, or concurrently herewith will be, duly executed by an Authorized Officer of the Borrower and the certificates evidencing all of the issued and outstanding shares of Capital Stock of each U.S. Subsidiary and 65% of the outstanding shares of Capital Stock of each Non-U.S. Subsidiary of the Borrower (after giving effect to the Transaction) pledged pursuant to the Borrower Pledge Agreement, which are accompanied by undated stock powers duly executed in blank, have been executed. A true and correct copy of the Borrower Pledge Agreement and the certificates, accompanied by the undated stock powers, are attached hereto as ANNEX IV. (b) The Subsidiary Pledge Agreement, dated as of the date hereof, has been, or concurrently herewith will be, duly executed by an Authorized Officer of each U.S. Subsidiary of the Borrower (after giving effect to the Transaction) which in turn has any Subsidiary or Subsidiaries, and the certificates evidencing all of the issued and outstanding shares of Capital Stock of each such indirect U.S. Subsidiary and 65% of the outstanding shares of Capital Stock of each such indirect Non-U.S. Subsidiary of such Person which shall be pledged pursuant to such Subsidiary Pledge Agreement, which certificates shall in each case be accompanied by undated stock powers duly executed in blank, have been executed. A true and correct copy of the Subsidiary Pledge Agreement and the certificates, accompanied by the undated stock powers, are attached hereto as ANNEX V. (a) The Borrower Security Agreement and the Subsidiary Security Agreement, have been, or concurrently herewith will be, duly executed by the Borrower and its U.S. Subsidiaries (after giving effect to the Transaction). True and correct copies of the Borrower Security Agreement and the Subsidiary Security Agreement are attached hereto as ANNEX VI. (b) Attached hereto as ANNEX VII are (i) executed copies of Uniform Commercial Code financing statements (Form UCC-1) naming the Borrower and each such Subsidiary Guarantor shall have duly authorizedas the debtor and the Facility Agent as the secured party, or other similar instruments or documents, filed under the Uniform Commercial Code; (ii) executed copies of proper Uniform Commercial Code Form UCC-3 termination statements, necessary to release all Liens and delivered the Pledge Agreement other rights of any Person in any collateral described in the form of Exhibit G-1 (as amendedSecurity Agreements previously granted by any Person, modified or supplemented from time to time, the (“Borrower/Sub Pledge Agreement”) and shall have delivered to the Collateral Agent, as pledgee thereunder, all securing any of the Pledge Agreement CollateralIndebtedness identified in ITEM 7.2.2(B) ("Indebtedness to be Paid") of the Disclosure Schedule; and (iii) certified copies of Uniform Commercial Code Requests for Information or Copies (Form UCC-11), if anydated as of September 29, referred to therein and then owned by 1997, listing all effective financing statements which name the Borrower or such Subsidiary Guarantor, (xunder their present names and any previous names) endorsed in blank in the case of promissory notes constituting Pledge Agreement Collateral and (y) together with executed and undated endorsements for transfer in the case of Equity Interests constituting certificated Pledge Agreement Collateral, along with evidence that all other actions necessary or, in the reasonable opinion of the Collateral Agent desirable, to perfect the security interests purported to be created by the Borrower/Sub Pledge Agreement have been taken and the Borrower/Sub Pledge Agreement shall be in full force and effectas the. (b) On the Initial Borrowing Date, Holdings shall have duly authorized, executed and delivered the Pledge Agreement in the form of Exhibit G-2 (as amended, modified, restated and/or supplemented from time to time, the “Holdings Pledge Agreement”) and shall have delivered to the Collateral Agent, as pledgee thereunder, all of the Pledge Agreement Collateral referred to therein and then owned by Holdings, together with executed and undated endorsements for transfer in the case of Equity Interests constituting certificated Pledge Agreement Collateral, along with evidence that all other actions necessary or, in the reasonable opinion of the Collateral Agent, desirable, to perfect the security interests purported to be created by the Holdings Pledge Agreement have been taken, and the Holdings Pledge Agreement shall be in full force and effect.

Appears in 1 contract

Samples: Credit Agreement (Dayton Superior Corp)

Pledge Agreements. The Administrative Agent shall have received, with counterparts for each Lender, (a) On the Initial Borrowing Holdings Pledge Agreement, dated as of the Closing Date, the Borrower and each Subsidiary Guarantor shall have duly authorized, executed and delivered the Pledge Agreement in the form by an Authorized Representative of Exhibit G-1 (as amendedHoldings, modified or supplemented from time to time, the (“Borrower/Sub Pledge Agreement”) and shall have delivered to the Collateral Agent, as pledgee thereunder, together with certificates evidencing all of the Pledge Agreement Collateral, if any, referred to therein issued and then owned by the Borrower or such Subsidiary Guarantor, outstanding (x) endorsed in blank in the case of promissory notes constituting Pledge Agreement Collateral Borrower Common Membership Interests and (y) together with executed and undated endorsements for transfer in the case Capital Stock of Equity Interests constituting certificated Pledge Agreement CollateralCapital, along with evidence that all other actions necessary or, in the reasonable opinion of the Collateral Agent desirable, to perfect the security interests purported to be created by the Borrower/Sub Pledge Agreement have been taken and the Borrower/Sub Pledge Agreement which certificates shall be accompanied by undated powers of transfer relating thereto duly executed in full force and effect.blank; (b) On the Initial Borrowing LCNI Pledge Agreement from LCNI , dated as of the Closing Date, Holdings shall have duly authorized, executed and delivered the Pledge Agreement in the form by an Authorized Representative of Exhibit G-2 (as amendedLCNI, modified, restated and/or supplemented from time to time, the “Holdings Pledge Agreement”) and shall have delivered to the Collateral Agent, as pledgee thereunder, together with certificates evidencing all of the Holdings Common Membership Interests of LCNI, which certificates shall be accompanied by undated powers of transfer relating thereto duly executed in blank; (c) the Xxxxxx Enterprises Pledge Agreement Collateral referred to therein Agreement, dated as of the Closing Date, duly executed and then owned delivered by Holdingsan Authorized Representative of Xxxxxx Enterprises, together with (x) certificates evidencing all of the Holdings Common Membership Interests of Xxxxxx Enterprises and (y) certificates evidencing all of the issued and outstanding shares of Capital Stock of Enterprises, subject to the rights of the holders of the Warrants both while such holders hold Warrants and on the exercise of such Warrants into shares of Capital Stock of Enterprise, which certificates shall be accompanied by undated powers of transfer relating thereto duly executed in blank; (d) the AHL Pledge Agreement, dated as of the Closing Date, duly executed and undated endorsements for transfer in the case delivered by an Authorized Representative of Equity Interests constituting certificated Pledge Agreement CollateralAHL, along together with evidence that certificates evidencing all other actions necessary or, in the reasonable opinion of the Collateral AgentMembership Interests of AHL in Xxxxxx Enterprises, desirable, to perfect the security interests purported to be created by the Holdings Pledge Agreement have been taken, and the Holdings Pledge Agreement which certificates shall be accompanied by undated powers of transfer relating thereto duly executed in full force and effect.blank;

Appears in 1 contract

Samples: Credit Agreement (Aladdin Gaming Enterprises Inc)

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