Pledge of Partnership Interests. Any Partner (other than Warrant ------------------------------- Holdings) may pledge its Partnership Interests, provided, however, that the pledgee of such Partnership Interest shall in all respects be bound by all of the provisions of this Agreement.
Pledge of Partnership Interests. Each Partner (each being hereinafter referred to as a "Pledging Partner") may Pledge all or any portion of its Partnership Interest or any of the proceeds thereof, at any time subject to the following conditions: (i) the Person (the "Pledgee") to whom the Pledging Partner's Partnership Interest or the proceeds thereof have been pledged in accordance with the provisions of this Section 6.8 shall not have the right to become a substitute Partner in the Partnership; (ii) in the event that the Pledgee begins to effect any of its Pledgee Rights under the loan and/or pledge agreement, including, without limitation, foreclosure or sale pursuant to the applicable commercial code, the Pledging Partner shall no longer have any management, approval, or consent rights provided in this Agreement; (iii) the documents governing the Pledge of all or any portion of the Pledging Partner's Partnership Interest pursuant to this Section 6.8 (the "Pledge Documents") shall contain a provision reasonably acceptable to the other Partner (the "Non-Pledging Partner") (i.e., if the Pledging Partner is TRG LLC, the Non-Pledging Partner shall be Taubman, and if the Pledging Partner is either of the Partners comprising Taubman, the Non-Pledging Partner shall be TRG LLC) providing that upon the exercise of any of its Pledgee Rights, in no event shall the Pledgee be entitled to realize an amount in excess of an amount approved by the Non-Pledging Partner (in its sole discretion) as set forth in the Pledge Documents; and (iv) the Pledge Documents, shall contain a provision reasonably acceptable to the Non-Pledging Partner acknowledging and providing that, notwithstanding anything in this Agreement or in the Pledge Documents to the contrary, upon a Transfer of the Pledging Partner's Partnership Interest pursuant to the exercise of any of the Pledgee Rights, the right of first refusal in respect of the Pledging Partner's Partnership Interest provided to the Buyer in Section 6.4 hereof shall apply. In the event that the Pledgee Right effected by the Pledgee does not entail a cash sale of the Pledging Partner's Partnership Interest, the purchase price of the Pledging Partner's Partnership Interest pursuant to Section 6.4 shall equal the outstanding principal amount of the Pledging Partner's indebtedness to the Pledgee and any other amounts owed to the Pledgee with respect thereto, including, without limitation, any and all accrued but unpaid interest thereon. In the event that the Non-Pledging...
Pledge of Partnership Interests. At the request of the General Partner, each Partner agrees to pledge its Partnership Interest to secure any indebtedness of Insight Midwest, L.P. or its Subsidiaries (as defined in the Insight Midwest Partnership Agreement) that is permitted under this Agreement and the Insight Midwest Partnership Agreement, on terms determined by the General Partner, so long as all Partners are required to pledge their Partnership Interests and the terms of the pledge do not impose any personal liability on any Partner. In negotiating the terms of any such pledge, the General Partner will require that the secured party agree to enforce its rights against the Partnership Interests of the Partners proportionately (based on the Percentage Interest of each Partner). If the secured party under any such pledge enforces its rights against the Partnership Interests of the Partners other than proportionately, the Partners will afford each other such rights of contribution and indemnity as are necessary to cause all liabilities, losses, and damages suffered by the Partners as a result of the exercise by the secured party of its rights under such pledge to be borne by the Partners proportionately.
Pledge of Partnership Interests. At the request of the General Partner, each Partner agrees to pledge its Partnership Interest to secure any Indebtedness of the Partnership or its Subsidiaries that is permitted under this Agreement, on terms determined by the General Partner, so long as all Partners are required to pledge their Partnership Interests and the terms of the pledge do not impose any personal liability on any Partner. In negotiating the terms of any such pledge, the General Partner will require that the secured party agree to enforce its rights against the Partnership Interests of the Partners proportionately (based on the Percentage Interest of each Partner). If the secured party under any such pledge enforces its rights against the Partnership Interests of the Partners other than proportionately, the Partners will afford each other such rights of contribution and indemnity as are necessary to cause all liabilities, losses, and damages suffered by the Partners as a result of the exercise by the secured party of its rights under such pledge to be borne by the Partners proportionately.
Pledge of Partnership Interests. If the Partnership Interests are pledged, or otherwise assigned as a security interest, the transferee shall become a partner of the Partnership only in the manner and event and to the extent expressly provided in the agreement effecting such pledge or assignment or by operation of law.
Pledge of Partnership Interests. (a) As security for the full and timely payment and performance of (i) all Obligations now existing or hereafter arising and (ii) if applicable, the Guarantors' Obligations under the Guaranty Agreement, the Borrower and each Person owning any Assigned Interests shall on or before the Closing Date deliver to the Agent, in substantially the form of Exhibit L, a Collateral Assignment of Partnership Interests together with a Receipt and Certificate of Registrar as may be required by the Agent, which Collateral Assignment of Partnership Interests shall pledge to the Agent for the benefit of the Lenders 100% of the ownership interests and rights in certain limited partnerships in accordance with the terms hereof.
(b) The Borrower and each Subsidiary hereby agree to collaterally assign to the Agent for the benefit of the Lenders 100% of the ownership interests and rights in limited partnership and joint ventures hereafter acquired or created which are deemed Subsidiaries hereunder and to deliver to the Agent a Collateral Assignment of Partership Interests substantially in the form of Exhibit L hereto within thirty (30) days of the acquisition or creation of such Subsidiary pursuant to the terms of Section 8.19.
Pledge of Partnership Interests. Anything in this Agreement to the contrary notwithstanding (including but not limited to the provisions of Sections 3.4, 3.5, 5.1, 5.2 and 5.3 hereof), the partnership interests of all of the partners (and all rights and interests related thereto) may be assigned in a single or in separate documents as collateral for a loan to the Partnership upon unanimous written consent of all then current partners and without further consent, filing or other action of any kind (unless otherwise required by applicable law, rule or regulation). The beneficiary of any such collateral assignment(s) shall be entitled to exercise any and all remedies available to it under its loan documents (including foreclosure on the partnership interests), by law or otherwise, free of any restrictions contained in this Agreement which might otherwise be applicable (including but not limited to Sections 3.4, 3.5, 5.1, 5.2 and 5.3) unless such restrictions are required by, and provided that in exercising such rights and remedies it complies with, applicable laws, rules and regulations."
Pledge of Partnership Interests. Within one day after the Closing: (a) the delivery to Lender of the Pledges, duly executed by Royale, FCOLP and FCO; (b) the delivery to Lender for filing pursuant to the Security Documents of properly executed financing statements under the Uniform Commercial Code (or any equivalent or similar legislation), or any other documents required to be filed by other Applicable Laws, satisfactory in form and substance to Lender in each jurisdiction as may be necessary (in Lender's reasonable judgment) effectively to perfect and maintain the security interests in the Collateral created by the Pledges; and (c) the delivery of evidence that such financing statements or other documents will have been or will be recorded in all places necessary or desirable, in the reasonable judgment of Lender, to create and maintain valid and enforceable first priority Liens on such Collateral in favor of Lender.
Pledge of Partnership Interests. If required by an institutional lender of an Investment Loan or any other loans made to the Partnership, the Partners shall pledge their Partnership Interests as security for such Investment Loan and/or each such other loan.
Pledge of Partnership Interests. Pledge of the Partnership Interests to the lenders under the Credit Agreement, dated October 31, 1997, with ABN AMRO Bank N.V. as the administrative agent, as amended, pursuant to (a) the Assignment and Security Agreement between EcoElectrica Holdings Ltd. and Chase Manhattan Bank dated October 31, 1997, and (b) the Assignment and Security Agreement between EcoElectrica, Ltd. and Chase Manhattan Bank dated October 31, 1997, and related agreements.
