Pledge of Interests Sample Clauses
Pledge of Interests. (a) The Standby Purchaser hereby pledges to the Trustee (for the benefit of the Noteholders) and grants a continuing security interest in, all of its interest (if any) in (a) the Payment Account, (b) all funds from time to time on deposit in the Payment Account, (c) all interest, dividends, distributions, cash, instruments and other property from time to time received, receivable or on deposit in the Payment Account, and (d) all proceeds of any of the foregoing (together, the “Collateral”). The Standby Purchaser agrees to take all such action as is required by applicable Law or as the Trustee may require, including delivering Opinions of Counsel in form and substance acceptable to the Trustee, as to the grant and perfection of the foregoing security interests.
(b) The security interest granted in the Collateral, shall secure the payment of all obligations of the Standby Purchaser now or hereafter existing under the Transaction Documents, whether direct or indirect, absolute or contingent, and whether for principal, reimbursement obligations, interest, fees, premiums, penalties, indemnifications, contract causes of action, costs, expenses or otherwise. The Standby Purchaser represents and warrants that it has not heretofore pledged, conveyed, granted a lien on, or security interest in, or otherwise encumbered any of the Collateral in favor of any Person under U.S., Cayman, Brazilian or other Law.
Pledge of Interests. Any Lender may at any time pledge or assign a security interest in all or any portion of its rights under this Agreement to secure obligations of such Lender, including, without limitation, any pledge or assignment to secure obligations to a Federal Reserve Bank; provided that no such pledge or assignment shall release such Lender from any of its obligations hereunder or substitute any such pledgee or assignee for such Lender as a party hereto.
Pledge of Interests. Any Lender may at any time pledge or assign a security interest in all or any portion of its rights under this Agreement to secure obligations of such Lender, including without limitation any pledge or assignment to secure obligations to a Federal Reserve Bank; provided that no such pledge or assignment shall release such Lender from any of its obligations hereunder or substitute any such pledgee or assignee for such Lender as a party hereto.
Pledge of Interests. Subject to Section 9.1, notwithstanding anything in this Agreement to the contrary, a Member or Holder will be entitled to pledge its Membership Interest, Economic Interest or Units as security for a loan or other financing, provided that: (i) the Member or Holder obtains the prior Special Approval of the Executive Board, such Special Approval not to be unreasonably withheld, conditioned or delayed; (ii) the security interest is granted only to a bank or other financial institution chartered and insured by all applicable state and federal governmental entities; (iii) any right of foreclosure on such security interest by the bank or other financial institution will be subject to the other Members’ right to cure any default with respect to such financing and purchase the Membership Interest in accordance with the Right of First Refusal pursuant to Section 9.2.1; (iv) if the Members elect not to cure any default and purchase the Membership Interest, Economic Interest or Units following any default and the bank or financial institution forecloses on the Membership Interest, Economic Interest or Units, the bank or financial institution will receive only an Economic Interest and will not be admitted to the Company as a Member; and (v) the holder of the pledged Membership Interest will not be entitled to exercise any voting or other rights of a Member, other than the right to receive Distributions with respect to such pledged Membership Interest as set forth herein.
Pledge of Interests. If a Borrower or any of its Subsidiaries acquires any Real Property or any direct or indirect beneficial interest in any entity which owns Real Property and in connection with the acquisition of such Real Property grants any mortgage interest under the Senior Loan, Administrative Agent shall be granted a Pledged Interest therein, subject to such limitations as may be imposed under the Senior Loan.
Pledge of Interests. The pledge or granting of a security interest, lien or other encumbrance in or against all or any portion of a Member's Interest shall be a Transfer subject to the restrictions of this Article VIII; provided, that, in any event, the foreclosure of or exercise of other secured party remedies with respect to such pledge, security interest, lien or other encumbrance resulting in a Transfer of any such Interest shall nonetheless be a Transfer subject to the restrictions of this Article VIII.
Pledge of Interests. (a) The Standby Purchaser hereby ------------------- pledges to the Trustee (for the benefit of the Noteholders) and grants a continuing security interest in, all of its interest (if any) in (a) the Payment Account, (b) the Reserve Account, (c) each Letter of Credit issued from time to time as contemplated hereunder, (d) all funds from time to time on deposit in the Payment Account and/or the Reserve Account, (e) all Permitted Investments obtained with proceeds of the Reserve Account or the Payment Account, (f) all interest, dividends, distributions, cash, instruments and other property from time to time received, receivable or on deposit in the Reserve Account or the Payment Account, and (g) all proceeds of any of the foregoing (together, the "Collateral"). The Standby Purchaser agrees to take all such action as is ---------- necessary or as the Trustee may require, including delivering Opinions of Counsel in form and substance acceptable to the Trustee, as to the grant and perfection of the foregoing security interests.
(b) The security interest granted in the Collateral, except to the extent that withdrawals from them Reserve Account are otherwise limited as set forth in Section 5.3 of the Indenture, shall secure the payment of all obligations of the Standby Purchaser now or hereafter existing under the Transaction Documents, whether direct or indirect, absolute or contingent, and whether for principal, reimbursement obligations, interest, fees, premiums, penalties, indemnifications, contract causes of action, costs, expenses or otherwise. The Standby Purchaser represents and warrants that it has not heretofor pledged conveyed, granted a lien on, or security interest in, or otherwise encumbered any of the Collateral in favor of any Person under U.S., Cayman, Brazilian or other law.
Pledge of Interests. In connection with any indebtedness of the Partnership, the General Partner shall be authorized to cause each Partner to pledge, hypothecate, mortgage, assign, transfer or grant security interests in or other liens on the Partners’ Interests. Each Partner agrees to, if requested by the General Partner, execute and deliver such consent letters and estoppel certificates as are reasonably and customarily requested by lenders and any and all reasonable and customary ancillary documents thereto; provided, however, that no such pledge, hypothecation, mortgage, assignment, transfer or grant shall convey to the transferee recourse against any Partner.
Pledge of Interests. (a) The Standby Purchaser hereby pledges to the Trustee (for the benefit of the Noteholders) and grants a continuing security interest in, all of its interest (if any) in (a) the Payment Account, (b) all funds from time to time on deposit in the Payment Account, (c) all interest, dividends, distributions, cash, instruments and other property from time to time received, receivable or on deposit in the Payment Account, and (d) all proceeds of any of the foregoing (together, the “Collateral”). The Standby Purchaser agrees to take all such action as is required by applicable Law or as the Trustee may require, including delivering Opinions of Counsel in form and substance acceptable to the Trustee, as to the grant and perfection of the foregoing security interests.
Pledge of Interests. (a) Subject to paragraph (b) below, Lender and Participant shall each have the right to pledge (a “Loan Pledge”) its interest in the Junior Mezz Loan to any entity which has extended a credit facility to such party and that is an Eligible Assignee (a “Loan Pledgee”), on the terms and conditions set forth in this Section 14. The party who is pledging its interest (the “Loan Pledgor”) shall provide written notice to the other party prior to the effective date of the Loan Pledge which shall identify the Loan Pledgee. Any Loan Pledge which does not comply with the requirements of this Section 14 shall be void ab initio. Upon written notice by Participant to Lender that a Loan Pledge has been effected by Participant, Xxxxxx agrees to acknowledge receipt of such notice and thereafter agrees: (a) to give Loan Pledgee written notice of any default by Participant under this Agreement of which default Lender has actual knowledge;
(b) that no amendment, modification, waiver or termination of this Agreement shall be effective against Loan Pledgee without the written consent of Loan Pledgee, which consent shall not be unreasonably withheld, conditioned or delayed; (c) that Lender shall give to Loan Pledgee copies of any default notice relating to a default by Participant under this Agreement simultaneously with the giving of same to the Participant and accept any cure thereof by Loan Pledgee made in accordance with the provisions of this Agreement as if such cure were made by the Participant; and (d) that, upon written notice (a “Redirection Notice”) to Lender by Loan Pledgee that Participant is in default, beyond applicable cure periods, under Participant’s obligations to Loan Pledgee pursuant to the applicable credit agreement between Participant and Loan Pledgee (which notice need not be joined in or confirmed by Participant), and until such Redirection Notice is withdrawn or rescinded by Loan Pledgee, Lender shall remit to Loan Pledgee and not to Participant, any payments that Lender would otherwise be obligated to pay to Participant from time to time pursuant to this Agreement or any other agreement between Lender and Participant that relates to the Junior Mezz Loan. Participant hereby unconditionally and absolutely releases Lender from any liability to Participant on account of Lender’s compliance with any Redirection Notice believed by Lender to have been delivered by Loan Pledgee. Loan Pledgee shall be permitted to fully exercise its rights and remedies against...