Common use of Pledge of Notes and Additional Stock Clause in Contracts

Pledge of Notes and Additional Stock. If any Assignor shall acquire in any manner any additional Intercompany Notes, such Assignor shall forthwith (and without the necessity for any request or demand by Collateral Agent or any Secured Party) deliver such Intercompany Notes to or for the benefit of the Collateral Agent in the same manner as described in Section 1.2(b), together with a supplement to Schedule B reflecting the addition of such additional Intercompany Notes, whereupon such additional Intercompany Notes shall be deemed to be Pledged Intercompany Notes for all purposes hereunder. To the extent required by Section 7.10(c) or (e) of the Credit Agreement, if any Assignor shall at any time acquire any additional shares of the capital stock of any class of Pledged Stock, whether such acquisition shall be by purchase, exchange, reclassification, dividend, or otherwise, or acquire any new shares of capital stock of any newly formed or acquired Subsidiary (as defined under and to the extent permitted by the Credit Agreement), such Assignor shall forthwith (and without the necessity for any request or demand by Collateral Agent or any Secured Party) (a) unless such shares are uncertificated shares of a Foreign Subsidiary, deliver such shares (or, with respect to any Foreign Subsidiary, such percentage of the shares as may be required by Section 7.10(c) or (e) of the Credit Agreement or the corresponding provision of the Revolving Credit Agreement) to or for the benefit of the Collateral Agent in the same manner as described in Section 1.2(c), or (b) if such shares are uncertificated shares of capital stock of a Foreign Subsidiary, take all actions necessary to grant to the Collateral Agent, subject to Section 1.3, a perfected security interest in such shares (including the execution, delivery, recording and registering of a pledge or charge on shares with any and all appropriate company or governmental offices), together with, in either case a supplement to Schedule C reflecting the addition of such additional shares of stock, whereupon such additional shares of stock shall be deemed to be Pledged Stock for all purposes hereunder. Each Assignor will hold in trust for Collateral Agent and the Secured Parties upon receipt and immediately thereafter deliver to or for the benefit of Collateral Agent, as the case may be, any instrument evidencing or constituting Collateral (except, so long as no Event of Default has occurred and is continuing, ordinary cash dividends, if any, paid with respect to the Pledged Stock and the Stock Rights and payments in respect of the Pledged Intercompany Notes, in each case as permitted by the Credit Agreement).

Appears in 1 contract

Samples: Security Agreement (Huntsman Petrochemical Finance Co)

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Pledge of Notes and Additional Stock. If any Assignor shall acquire in any manner any additional Intercompany Notes, such Assignor shall forthwith (and without the necessity for any request or demand by Collateral Agent or any Secured Party) deliver such Intercompany Notes to or for the benefit of the Collateral Agent in the same manner as described in Section 1.2(b1.1(b), together with a supplement to Schedule B reflecting the addition of such additional Intercompany Notes, whereupon such additional Intercompany Notes shall be deemed to be Pledged Intercompany Notes for all purposes hereunder. To the extent required by Section 7.10(c7.11(c) or (e) of the Credit Agreement, if any Assignor shall at any time acquire any additional shares of the capital stock of any class of Pledged Stock, whether such acquisition shall be by purchase, exchange, reclassification, dividend, or otherwise, or acquire any new shares of capital stock of any newly formed or acquired Subsidiary (as defined under and to the extent permitted by the Credit Agreement), such Assignor shall forthwith (and without the necessity for any request or demand by Collateral Agent or any Secured Party) (a) unless such shares are uncertificated shares of a Foreign Subsidiary, deliver such shares (or, with respect to any Foreign Subsidiary, such percentage of the shares as may be required by Section 7.10(c7.11(c) or (e) of the Credit Agreement or the corresponding provision of the Revolving Credit Agreement) to or for the benefit of the Collateral Agent in the same manner as described in Section 1.2(c1.1(b), or (b) if such shares are uncertificated shares of capital stock of a Foreign Subsidiary, take all actions necessary to grant to the Collateral Agent, subject to Section 1.31.2, a perfected security interest in such shares (including the execution, delivery, recording and registering of a pledge or charge on shares with any and all appropriate company or governmental offices), together with, in either case a supplement to Schedule C reflecting the addition of such additional shares of stock, whereupon such additional shares of stock shall be deemed to be Pledged Stock for all purposes hereunder. Each Assignor will hold in trust for Collateral Agent and the Secured Parties upon receipt and immediately thereafter deliver to or for the benefit of Collateral Agent, as the case may be, any instrument evidencing or constituting Collateral (except, so long as no Event of Default has occurred and is continuing, ordinary cash dividends, if any, paid with respect to the Pledged Stock and the Stock Rights and payments in respect of the Pledged Intercompany Notes, in each case as permitted by the Credit Agreement).

Appears in 1 contract

Samples: Security Agreement (Huntsman LLC)

Pledge of Notes and Additional Stock. If any Assignor shall acquire in any manner any additional Intercompany Notes, such Assignor shall forthwith (and without the necessity for any request or demand by Collateral Agent or any Secured Party) deliver such Intercompany Notes to or for the benefit of the Collateral Agent in the same manner as described in Section 1.2(b1.1(b), together with a supplement to Schedule B reflecting the addition of such additional Intercompany Notes, whereupon such additional Intercompany Notes shall be deemed to be Pledged Intercompany Notes for all purposes hereunder. To the extent required by Section 7.10(c7.11(c) or (e) of the Credit Agreement, if any Assignor shall at any time acquire any additional shares of the capital stock of any class of Pledged Stock, whether such acquisition shall be by purchase, exchange, reclassification, dividend, or otherwise, or acquire any new shares of capital stock of any newly formed or acquired Subsidiary (as defined under and to the extent permitted by the Credit Agreement), such Assignor shall forthwith (and without the necessity for any request or demand by Collateral Agent or any Secured Party) (a) unless such shares are uncertificated shares of a Foreign Subsidiary, deliver such shares (or, with respect to any Foreign Subsidiary, such percentage of the shares as may be required by Section 7.10(c7.11(c) or (e) of the Credit Agreement or the corresponding provision of the Revolving Term Credit Agreement) to or for the benefit of the Collateral Agent in the same manner as described in Section 1.2(c1.1(b), or (b) if such shares are uncertificated shares of capital stock of a Foreign Subsidiary, take all actions necessary to grant to the Collateral Agent, subject to Section 1.31.2, a perfected security interest in such shares (including the execution, delivery, recording and registering of a pledge or charge on shares with any and all appropriate company or governmental offices), together with, in either case a supplement to Schedule C reflecting the addition of such additional shares of stock, whereupon such additional shares of stock shall be deemed to be Pledged Stock for all purposes hereunder. Each Assignor will hold in trust for Collateral Agent and the Secured Parties upon receipt and immediately thereafter deliver to or for the benefit of Collateral Agent, as the case may be, any instrument evidencing or constituting Collateral (except, so long as no Event of Default has occurred and is continuing, ordinary cash dividends, if any, paid with respect to the Pledged Stock and the Stock Rights and payments in respect of the Pledged Intercompany Notes, in each case as permitted by the Credit Agreement).

Appears in 1 contract

Samples: Security Agreement (Huntsman LLC)

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Pledge of Notes and Additional Stock. If any Assignor shall acquire in any manner any additional promissory notes evidencing Indebtedness in excess of $1,000,000 (including any Intercompany Notes), such Assignor shall forthwith (and without the necessity for any request or demand by the Collateral Agent or any Secured Party) deliver such promissory notes or Intercompany Notes Notes, as the case may be, to or for the benefit of the Collateral Agent in the same manner as described in Section 1.2(b)1.2, together with a supplement to Schedule B reflecting the addition of such additional Intercompany Notes, Notes whereupon such additional promissory notes or Intercompany Notes shall be deemed to be pledged promissory notes or Pledged Intercompany Notes for all purposes hereunder. To the extent required by Section 7.10(c) or (e) of the Credit Agreement, if any Assignor shall at any time acquire any additional shares of the capital stock Capital Stock of any class of Pledged Stockpledged or required to be pledged hereunder, other than Capital Stock described in Section 1.1(c)(i), whether such acquisition shall be by purchase, exchange, reclassification, dividend, or otherwise, or acquire any new shares of capital stock of any newly formed or acquired Subsidiary (as defined under and to the extent permitted by the Credit Agreement)Capital Stock, such Assignor shall forthwith (and without the necessity for any request or demand by the Collateral Agent or any Secured Party) (a) unless such shares are uncertificated shares of a Foreign Subsidiaryforeign entity, deliver such shares (or, with respect share certificates to any Foreign Subsidiary, such percentage of the shares as may be required by Section 7.10(c) or (e) of the Credit Agreement or the corresponding provision of the Revolving Credit Agreement) to or for the benefit of the Collateral Agent in the same manner as described in Section 1.2(c)1.2, or (b) if such shares are uncertificated shares of capital stock Capital Stock of a Foreign Subsidiaryforeign entity, take all actions necessary to grant to the Collateral Agent, subject to Section 1.3, Agent a perfected security interest in such shares (including the execution, delivery, recording and registering of a pledge or a charge on shares with any and all appropriate company or governmental offices), ) together with, in either case case, a supplement to Schedule C reflecting the addition of such additional shares share certificates of stockCapital Stock, whereupon such additional shares share certificates of stock Capital Stock shall be deemed to be Pledged Stock for all purposes hereunder. Each Assignor will hold in trust for the Collateral Agent and the Secured Parties upon receipt and immediately thereafter deliver to or for the benefit of Collateral Agent, as the case may be, Agent any instrument evidencing or constituting Collateral (except, so long as no Event of Default has occurred and is continuing, ordinary cash dividends, if any, paid with respect to the Pledged Stock and the Stock Rights and payments in respect of the pledged promissory notes (including the Pledged Intercompany Notes), in each case as permitted by the Credit Agreement).

Appears in 1 contract

Samples: Collateral Security Agreement (Huntsman International LLC)

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