Common use of Pledge of Additional Securities Collateral Clause in Contracts

Pledge of Additional Securities Collateral. Upon obtaining any Pledged Securities or Intercompany Notes of any Person, each Pledgor shall maintain such Pledged Securities or Intercompany Notes in trust for the benefit of the Administrative Agent. For any such Pledged Securities or Intercompany Notes having a face value in excess of $3,000,000 (other than any Equity Interests of a Subsidiary), each Pledgor shall promptly (but in any event within thirty (30) days after receipt thereof) deliver to the Administrative Agent a pledge amendment in substantially the form of Exhibit 1 hereto (each, a “Pledge Amendment”), and the certificates and other documents required under Section 3.1 and Section 3.2. Each Pledgor shall confirm the attachment of the Lien hereby created on and in respect of such additional Pledged Securities or Intercompany Notes. Each Pledgor hereby authorizes the Administrative Agent to attach each Pledge Amendment to this Agreement and agrees that all Pledged Securities or Intercompany Notes listed on any such Pledge Amendment shall for all purposes hereunder be considered Pledged Collateral.

Appears in 6 contracts

Samples: Security Agreement (Carrols Restaurant Group, Inc.), Security Agreement, First Lien Security Agreement

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Pledge of Additional Securities Collateral. Upon Each Pledgor shall, upon obtaining any Pledged Securities or Intercompany Notes of any Personperson, each Pledgor shall maintain such Pledged Securities or Intercompany Notes accept the same in trust for the benefit of the Administrative Agent. For any such Pledged Securities or Intercompany Notes having a face value in excess of $3,000,000 (other than any Equity Interests of a Subsidiary), each Pledgor shall Collateral Agent and promptly (but in any event within thirty (30) days five Business Days after receipt thereof) deliver to the Administrative Collateral Agent a pledge amendment amendment, duly executed by such Pledgor, in substantially the form of Exhibit 1 2 hereto (each, a “Pledge Amendment”), and the certificates and other documents required under Section 3.1 and Section 3.2. Each Pledgor shall confirm 3.2 hereof in respect of the additional Pledged Securities or Intercompany Notes which are to be pledged pursuant to this Agreement, and confirming the attachment of the Lien hereby created on and in respect of such additional Pledged Securities or Intercompany Notes. Each Pledgor hereby authorizes the Administrative Collateral Agent to attach each Pledge Amendment to this Agreement and agrees that all Pledged Securities or Intercompany Notes listed on any such Pledge Amendment delivered to the Collateral Agent shall for all purposes hereunder be considered Pledged Collateral.

Appears in 6 contracts

Samples: Security Agreement (Dish DBS Corp), Canadian Security Agreement (Norcraft Holdings, L.P.), Security Agreement (Norcraft Holdings, L.P.)

Pledge of Additional Securities Collateral. Upon Each Pledgor shall, upon obtaining any Pledged Securities or Intercompany Notes of any Personperson, each Pledgor shall maintain such Pledged Securities or Intercompany Notes accept the same in trust for the benefit of the Administrative Agent. For any such Pledged Securities or Intercompany Notes having a face value in excess of $3,000,000 (other than any Equity Interests of a Subsidiary), each Pledgor shall Agent and promptly (but in any event within thirty (30) days after receipt thereof) deliver to the Administrative Agent a pledge amendment amendment, duly executed by such Pledgor, in substantially the form of Exhibit 1 2 hereto (each, a “Pledge Amendment”), and the certificates and other documents required under Section 3.1 and Section 3.2. Each Pledgor shall confirm 3.2 hereof in respect of the additional Pledged Securities or Intercompany Notes which are to be pledged pursuant to this Agreement, and confirming the attachment of the Lien hereby created on and in respect of such additional Pledged Securities or Intercompany Notes. Each Pledgor hereby authorizes the Administrative Agent to attach each Pledge Amendment to this Agreement and agrees that all Pledged Securities or Intercompany Notes listed on any such Pledge Amendment delivered to the Administrative Agent shall for all purposes hereunder be considered Pledged Collateral.

Appears in 4 contracts

Samples: Security Agreement (Gentiva Health Services Inc), Credit Agreement (Gentiva Health Services Inc), Security Agreement (Gentiva Health Services Inc)

Pledge of Additional Securities Collateral. Upon Each Pledgor shall, upon obtaining any Pledged Securities or Intercompany Notes of any Personperson, each Pledgor shall maintain such Pledged Securities or Intercompany Notes accept the same in trust for the benefit of the Administrative Agent. For any such Pledged Securities or Intercompany Notes having a face value in excess of $3,000,000 (other than any Equity Interests of a Subsidiary), each Pledgor shall Agent and promptly (but in any event within thirty (30) days after receipt thereof) deliver to the Administrative Agent a pledge amendment amendment, duly executed by such Pledgor, in substantially the form of Exhibit 1 2 hereto (each, a “Pledge Amendment”), and the certificates and other documents required under Section 3.1 3.2 and Section 3.2. Each Pledgor shall confirm 3.3 hereof in respect of the additional Pledged Securities or Intercompany Notes which are to be pledged pursuant to this Agreement, and confirming the attachment of the Lien hereby created on and in respect of such additional Pledged Securities or Intercompany Notes. Each Pledgor hereby authorizes the Administrative Agent to attach each Pledge Amendment to this Agreement and agrees that all Pledged Securities or Intercompany Notes listed on any such Pledge Amendment delivered to the Administrative Agent shall for all purposes hereunder be considered Pledged Collateral.

Appears in 4 contracts

Samples: Security Agreement (ESH Hospitality, Inc.), Credit Agreement (ESH Hospitality, Inc.), Credit Agreement (ESH Hospitality, Inc.)

Pledge of Additional Securities Collateral. Upon Each Pledgor shall, upon obtaining any Pledged Securities or Intercompany Notes of any Personperson, each Pledgor shall maintain such Pledged Securities or Intercompany Notes accept the same in trust for the benefit of the Administrative Agent. For any such Pledged Securities or Intercompany Notes having a face value in excess of $3,000,000 (other than any Equity Interests of a Subsidiary), each Pledgor shall Collateral Agent and promptly (but in any event within thirty (30) 30 days after receipt thereof) deliver to the Administrative Collateral Agent a pledge amendment amendment, duly executed by such Pledgor, in substantially the form of Exhibit 1 2 hereto (each, a “Pledge Amendment”), and the certificates and other documents required under Section 3.1 and Section 3.2. Each Pledgor shall confirm 3.2 hereof in respect of the additional Pledged Securities or Intercompany Notes which are to be pledged pursuant to this Agreement, and confirming the attachment of the Lien hereby created on and in respect of such additional Pledged Securities or Intercompany Notes. Each Pledgor hereby authorizes the Administrative Collateral Agent to attach each Pledge Amendment to this Agreement and agrees that all Pledged Securities or Intercompany Notes listed on any such Pledge Amendment delivered to the Collateral Agent shall for all purposes hereunder be considered Pledged Collateral.

Appears in 4 contracts

Samples: Security Agreement (Orbimage Inc), Security Agreement (Orbimage Inc), Security Agreement (WorldSpace, Inc)

Pledge of Additional Securities Collateral. Upon Each Pledgor shall, upon obtaining any Pledged Securities or Intercompany Notes of any Personperson, each Pledgor shall maintain such Pledged Securities or Intercompany Notes accept the same in trust for the benefit of the Administrative Agent. For any such Pledged Securities or Intercompany Notes having a face value in excess of $3,000,000 (other than any Equity Interests of a Subsidiary)Agent and promptly, each Pledgor shall promptly (but and in any event within thirty (30) 30 days after receipt thereof) thereafter, deliver to the Administrative Agent a pledge amendment amendment, duly executed by such Pledgor, in substantially the form of Exhibit 1 2 annexed hereto (each, a “Pledge Amendment”), and the certificates and other documents required under Section 3.1 and Section 3.2. Each Pledgor shall confirm 3.2 hereof in respect of the additional Pledged Securities or Intercompany Notes which are to be pledged pursuant to this Agreement, and confirming the attachment of the Lien hereby created on and in respect of such additional Pledged Securities or Intercompany Notes. Each Pledgor hereby authorizes the Administrative Agent to attach each Pledge Amendment to this Agreement and agrees that all Pledged Securities or Intercompany Notes listed on any such Pledge Amendment delivered to the Administrative Agent shall for all purposes hereunder be considered Pledged Collateral.

Appears in 3 contracts

Samples: Security Agreement (Language Line Holdings, Inc.), Security Agreement (Language Line Costa Rica, LLC), Security Agreement (Atlantic Broadband Management, LLC)

Pledge of Additional Securities Collateral. Upon Each Pledgor shall, upon obtaining any Pledged Securities or Intercompany Notes of any Personperson, each Pledgor shall maintain such Pledged Securities or Intercompany Notes accept the same in trust for the benefit of the Administrative Agent. For any such Pledged Securities or Intercompany Notes having a face value in excess of $3,000,000 (other than any Equity Interests of a Subsidiary), each Pledgor shall Collateral Agent and promptly (but in any event within thirty (30) days ten Business Days after receipt thereof) deliver to the Administrative Collateral Agent a pledge amendment amendment, duly executed by such Pledgor, in substantially the form of Exhibit 1 2 hereto (each, a “Pledge Amendment”), and the certificates and other documents required under Section 3.1 and Section 3.2. Each Pledgor shall confirm 3.2 hereof in respect of the additional Pledged Securities or Intercompany Notes which are to be pledged pursuant to this Agreement, and confirming the attachment of the Lien hereby created on and in respect of such additional Pledged Securities or Intercompany Notes. Each Pledgor hereby authorizes the Administrative Collateral Agent to attach each Pledge Amendment to this Agreement and agrees that all Pledged Securities or Intercompany Notes listed on any such Pledge Amendment delivered to the Collateral Agent shall for all purposes hereunder be considered Pledged Collateral.

Appears in 2 contracts

Samples: Security Agreement (Emdeon Inc.), First Lien Security Agreement (Emdeon Inc.)

Pledge of Additional Securities Collateral. Upon Each Pledgor shall, upon obtaining any Pledged Securities or Intercompany Notes of any Person, each Pledgor shall maintain such Pledged Securities or Intercompany Notes accept the same in trust for the benefit of the Administrative Agent. For any such Pledged Securities or Intercompany Notes having a face value in excess of $3,000,000 (other than any Equity Interests of a Subsidiary), each Pledgor shall Agent and promptly (but in any event within thirty five (305) days Business Days after receipt thereof) deliver to the Administrative Agent a pledge amendment amendment, duly executed by such Pledgor, in substantially the form of Exhibit 1 2 hereto (each, a “Pledge Amendment”), and the certificates and other documents required under Section 3.1 and Section 3.2. Each Pledgor shall confirm 3.2 hereof in respect of the additional Pledged Securities or Intercompany Notes which are to be pledged pursuant to this Agreement, and confirming the attachment of the Lien hereby created on and in respect of such additional Pledged Securities or Intercompany Notes. Each Pledgor hereby authorizes the Administrative Agent to attach each Pledge Amendment to this Agreement and agrees that all Pledged Securities or Intercompany Notes listed on any such Pledge Amendment delivered to the Administrative Agent shall for all purposes hereunder be considered Pledged Collateral.

Appears in 2 contracts

Samples: Pledge and Security Agreement (Smith & Wesson Holding Corp), Security Agreement (Smith & Wesson Holding Corp)

Pledge of Additional Securities Collateral. Upon Each Pledgor shall, upon obtaining any Pledged Securities or Intercompany Notes of any Personperson, each Pledgor shall maintain such Pledged Securities or Intercompany Notes accept the same in trust for the benefit of the Administrative Agent. For any such Pledged Securities or Intercompany Notes having a face value in excess of $3,000,000 (other than any Equity Interests of a Subsidiary), each Pledgor shall Collateral Agent and promptly (but in any event within thirty five (305) days Business Days after receipt thereof) deliver to the Administrative Collateral Agent a pledge amendment amendment, duly executed by such Pledgor, in substantially the form of Exhibit 1 2 hereto (each, a “Pledge Amendment”), and the certificates and other documents required under Section 3.1 and Section 3.2. Each Pledgor shall confirm 3.2 hereof in respect of the additional Pledged Securities or Intercompany Notes which are to be pledged pursuant to this Agreement, and confirming the attachment of the Lien hereby created on and in respect of such additional Pledged Securities or Intercompany Notes. Each Pledgor hereby authorizes the Administrative Collateral Agent to attach each Pledge Amendment to this Agreement and agrees that all Pledged Securities or Intercompany Notes listed on any such Pledge Amendment delivered to the Collateral Agent shall for all purposes hereunder be considered Pledged Collateral.

Appears in 2 contracts

Samples: Canadian Security Agreement (Southern Graphic Systems, Inc.), Security Agreement (Southern Graphic Systems, Inc.)

Pledge of Additional Securities Collateral. Upon Each Pledgor shall, upon obtaining any Pledged Securities or Intercompany Notes of any Personperson, each Pledgor shall maintain such Pledged Securities or Intercompany Notes accept the same in trust for the benefit of the Administrative Agent. For any such Pledged Securities or Intercompany Notes having a face value in excess of $3,000,000 (other than any Equity Interests of a Subsidiary), each Pledgor shall Agent and promptly (but in any event within thirty (30) days after receipt thereof) deliver to the Administrative Agent a pledge amendment amendment, duly executed by such Pledgor, in substantially the form of Exhibit 1 2 hereto (each, a “Pledge Amendment”), and the certificates and other documents required under Section 3.1 and Section 3.2. Each Pledgor shall confirm 3.2 hereof in respect of the additional Pledged Securities or Intercompany Notes which are to be pledged pursuant to this Agreement, and confirming the attachment of the Lien hereby created on and in respect of such additional Pledged Securities or Intercompany Notes. Each Pledgor hereby authorizes the Administrative Agent to attach each Pledge Amendment to this Agreement and agrees that all Pledged Securities or Intercompany Notes listed on any such Pledge Amendment delivered to the Administrative Agent shall for all purposes hereunder be considered Pledged Collateral.

Appears in 2 contracts

Samples: Security Agreement (Entravision Communications Corp), Security Agreement (Entravision Communications Corp)

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Pledge of Additional Securities Collateral. Upon Each Pledgor shall, upon obtaining any Pledged Securities Securities, Intercompany Notes, or Intercompany Notes other promissory notes of any Personperson in a principal amount greater than $1,000,000 (other than Excluded Property), each Pledgor shall maintain such Pledged Securities or Intercompany Notes accept the same in trust for the benefit of the Administrative Agent. For any such Pledged Securities or Intercompany Notes having a face value in excess of $3,000,000 (other than any Equity Interests of a Subsidiary), each Pledgor shall Collateral Agent and promptly (but and in any event within thirty (30) days after receipt thereof10 Business Days thereafter) deliver to the Administrative Collateral Agent a pledge amendment in substantially the form of Exhibit 1 hereto (each, a “Securities Pledge Amendment”), duly executed by such Pledgor, and the certificates and other documents required under Section 3.1 and Section 3.2. Each Pledgor shall confirm 3.2 in respect of the additional Pledged Securities, Intercompany Notes or other promissory notes that are to be pledged pursuant to this Agreement, and confirming the attachment of the Lien hereby created on and in respect of such additional Pledged Securities Securities, Intercompany Notes or Intercompany Notesother promissory notes. Each Pledgor hereby authorizes the Administrative Collateral Agent to attach each Securities Pledge Amendment to this Agreement and agrees that all Pledged Securities or Securities, Intercompany Notes or other promissory notes listed on any such Securities Pledge Amendment delivered to the Collateral Agent shall for all purposes hereunder be considered Pledged Collateral.

Appears in 2 contracts

Samples: Security Agreement (KCG Holdings, Inc.), Intercreditor Agreement (KCG Holdings, Inc.)

Pledge of Additional Securities Collateral. Upon Each Pledgor shall, upon obtaining any Pledged Securities or Intercompany Notes of any Person, each Pledgor shall maintain such Pledged Securities or Intercompany Notes accept the same in trust for the benefit of the Administrative Agent. For any such Pledged Securities or Intercompany Notes having a face value in excess of $3,000,000 (other than any Equity Interests of a Subsidiary), each Pledgor shall Collateral Agent and promptly (but in any event within thirty (30) days ten Business Days after receipt thereof) deliver to the Administrative Collateral Agent a pledge amendment amendment, duly executed by such Pledgor, in substantially the form of Exhibit 1 2 hereto (each, a “Pledge Amendment”), and the certificates and other documents required under Section 3.1 and Section 3.2. Each Pledgor shall confirm 3.2 hereof in respect of the additional Pledged Securities or Intercompany Notes which are to be pledged pursuant to this Agreement, and confirming the attachment of the Lien hereby created on and in respect of such additional Pledged Securities or Intercompany Notes. Each Pledgor hereby authorizes the Administrative Collateral Agent to attach each Pledge Amendment to this Agreement and agrees that all Pledged Securities or Intercompany Notes listed on any such Pledge Amendment delivered to the Collateral Agent shall for all purposes hereunder be considered Pledged Collateral.

Appears in 2 contracts

Samples: First Lien Term Security Agreement (Foamex International Inc), Second Lien Term Security Agreement (Foamex International Inc)

Pledge of Additional Securities Collateral. Upon Each Pledgor shall, upon obtaining any Pledged Securities or Intercompany Notes in excess of $250,000 of any Personperson, each Pledgor shall maintain such Pledged Securities or Intercompany Notes accept the same in trust for the benefit of the Administrative Agent. For any such Pledged Securities or Intercompany Notes having a face value in excess of $3,000,000 (other than any Equity Interests of a Subsidiary), each Pledgor shall Collateral Agent and promptly (but in any event within thirty (30) days ten Business Days after receipt thereof) deliver to the Administrative Collateral Agent a pledge amendment amendment, duly executed by such Pledgor, in substantially the form of Exhibit 1 2 annexed hereto (each, a "Pledge Amendment"), and the certificates and other documents required under Section 3.1 and Section 3.2. Each Pledgor shall confirm 3.2 hereof in respect of the additional Pledged Securities or Intercompany Notes that are to be pledged pursuant to this Agreement, and confirming the attachment of the Lien hereby created on and in respect of such additional Pledged Securities or Intercompany Notes. Each Pledgor hereby authorizes the Administrative Collateral Agent to attach each Pledge Amendment to this Agreement and agrees that all Pledged Securities or Intercompany Notes listed on any such Pledge Amendment delivered to the Collateral Agent shall for all purposes hereunder be considered Pledged Collateral.

Appears in 1 contract

Samples: Credit Agreement (HealthSpring, Inc.)

Pledge of Additional Securities Collateral. Upon Each Pledgor shall, upon obtaining any Pledged Securities or Intercompany Notes of any Personperson, each Pledgor shall maintain such Pledged Securities or Intercompany Notes accept the same in trust for the benefit of the Administrative Agent. For Agent and, in the case of any such Pledged Securities or Intercompany Notes (other than Loan Party Intercompany Notes) having a face value in excess of $3,000,000 (other than 1,000,000 in the aggregate at any one time outstanding or any Equity Interests of a Subsidiary), each Pledgor shall Subsidiary promptly (but in any event within thirty (30) days after receipt thereof) deliver to the Administrative Agent a pledge amendment amendment, duly executed by such Pledgor, in substantially the form of Exhibit 1 2 hereto (each, a “Pledge Amendment”), and the certificates and other documents required under Section 3.1 and Section 3.2. Each Pledgor shall confirm 3.2 hereof in respect of the additional Pledged Securities or Intercompany Notes which are to be pledged pursuant to this Agreement, and confirming the attachment of the Lien hereby created on and in respect of such additional Pledged Securities or Intercompany Notes. Each Pledgor hereby authorizes the Administrative Agent to attach each Pledge Amendment to this Agreement and agrees that all Pledged Securities or Intercompany Notes listed on any such Pledge Amendment delivered to the Administrative Agent shall for all purposes hereunder be considered Pledged Collateral.

Appears in 1 contract

Samples: First Lien Security Agreement (Salem Communications Corp /De/)

Pledge of Additional Securities Collateral. Upon Each Pledgor shall, upon obtaining any Pledged Securities or Intercompany Notes of any Personperson, each Pledgor shall maintain such Pledged Securities or Intercompany Notes accept the same in trust for the benefit of the Administrative Agent. For any such Pledged Securities or Intercompany Notes having a face value in excess of $3,000,000 (other than any Equity Interests of a Subsidiary), each Pledgor shall Agent and promptly (but in any event within thirty (30) five days after receipt thereof) deliver to the Administrative Agent a pledge amendment amendment, duly executed by such Pledgor, in substantially the form of Exhibit 1 2 hereto (each, a “Pledge Amendment”), and the certificates and other documents required under Section 3.1 and Section 3.2. Each Pledgor shall confirm 3.2 hereof in respect of the additional Pledged Securities or Intercompany Notes which are to be pledged pursuant to this Agreement, and confirming the attachment of the Lien hereby created on and in respect of such additional Pledged Securities or Intercompany Notes. Each Pledgor hereby authorizes the Administrative Agent to attach each Pledge Amendment to this Agreement and agrees that all Pledged Securities or Intercompany Notes listed on any such Pledge Amendment delivered to the Administrative Agent shall for all purposes hereunder be considered Pledged Collateral.

Appears in 1 contract

Samples: Security Agreement (Brocade Communications Systems Inc)

Pledge of Additional Securities Collateral. Upon Each Pledgor shall, upon obtaining any Pledged Securities or Intercompany Notes of any Person, each Pledgor shall maintain such Pledged Securities or Intercompany Notes accept the same in trust for the benefit of the Administrative Agent. For any such Pledged Securities or Intercompany Notes having a face value in excess of $3,000,000 (other than any Equity Interests of a Subsidiary), each Pledgor shall Agent and promptly (but in any event within thirty (30) days ten Business Days after receipt thereof) deliver to the Administrative Agent a pledge amendment amendment, duly executed by such Pledgor, in substantially the form of Exhibit 1 2 hereto (each, a “Pledge Amendment”), and deliver to the Control Agent or the Administrative Agent the certificates and other documents required under Section 3.1 and Section 3.2. Each Pledgor shall confirm 3.2 hereof in respect of the additional Pledged Securities or Intercompany Notes which are to be pledged pursuant to this Agreement, and confirming the attachment of the Lien hereby created on and in respect of such additional Pledged Securities or Intercompany Notes. Each Pledgor hereby authorizes the Administrative Agent to attach each Pledge Amendment to this Agreement and agrees that all Pledged Securities or Intercompany Notes listed on any such Pledge Amendment delivered to the Control Agent or the Administrative Agent shall for all purposes hereunder be considered Pledged Collateral.

Appears in 1 contract

Samples: Revolving Credit Security Agreement (Foamex International Inc)

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