Pledge of Stock of Foreign Subsidiaries. Borrower shall execute and deliver to Administrative Agent (and shall cause each Restricted Person to execute and deliver to Administrative Agent) a pledge agreement covering sixty-six percent (66%) of its Equity Interest in each Foreign Subsidiary of Borrower that is a Material Subsidiary now existing or created, acquired or coming into existence after the date hereof and securing the Obligations, in form and substance acceptable to Administrative Agent. Borrower shall also deliver to Administrative Agent all certificates (or other evidence acceptable to Administrative Agent) evidencing Borrower’s Equity Interest in such Foreign Subsidiary which shall be duly endorsed or accompanied by stock powers executed in blank (as applicable) as Administrative Agent shall deem necessary or appropriate to grant, evidence and perfect a first priority Lien in Borrower’s Equity Interest in such Foreign Subsidiary.
Pledge of Stock of Foreign Subsidiaries. (i) Upon the occurrence of any Triggering Event pursuant to clause (a) thereof or (ii) at the written request of the Agent to the Borrower upon the occurrence of any Triggering Event pursuant to clause (b) or (c) thereof, the Borrower shall pledge or cause its Subsidiary to pledge, as the case may be, within five (5) Business Days of the occurrence of such Triggering Event or the Agent's request, as the case may be, sixty-five percent (65%) of the outstanding shares of capital stock (or other equity interests) of each Foreign Subsidiary as to which such Triggering Event relates pursuant to one or more Pledge Agreements in favor of the Agent and for the ratable benefit of the Lenders, which Pledge Agreements shall be accompanied by such resolutions, incumbency certificates, stock powers and legal opinions as are reasonably requested by the Agent and its counsel; provided, however, (A) that if a Triggering Event pursuant to clause (b) thereof shall have occurred, the Borrower shall, at the written request of the Agent, pledge or cause to be pledged to the Agent sixty-five percent (65%) of the outstanding shares of capital stock (or other equity interests) of such Foreign Subsidiaries which, after giving effect to the pledge thereof, will result in Agent having a pledge of such shares in respect of Foreign Subsidiaries of the Borrower selected by the Agent whose revenues or profits comprise at least eighty percent (80%) of the revenues or profits of all Foreign Subsidiaries of the Borrower, and (B) that if a Triggering Event pursuant to clause (c) thereof shall have occurred, the Borrower shall, at the written request of the Agent, pledge or cause to be pledged to the Agent sixty-five percent (65%) of the outstanding shares of capital stock (or other equity interests) of all Foreign Subsidiaries of the Borrower.
Pledge of Stock of Foreign Subsidiaries. The Borrower will, and will cause each applicable Subsidiary to, take such actions as are necessary or as the Administrative Agent or the Required Lenders may from time to time request to ensure that the Obligations are secured by a perfected Lien on 65% of each class of the capital stock of each Foreign Subsidiary (other than a Foreign Subsidiary which is a Wholly-Owned Subsidiary of a Foreign Subsidiary); it being understood that promptly upon the creation or acquisition of any new Foreign Subsidiary (other than a Foreign Subsidiary which is a Wholly-Owned Subsidiary of a Foreign Subsidiary), the Borrower will, or will cause the applicable Domestic Subsidiary to, (a) execute and deliver a Pledge Agreement (in form and substance satisfactory to the Administrative Agent) pledging such stock and (b) deliver to the Administrative Agent an opinion of appropriate counsel confirming the effectiveness of such pledge and such other matters as the Administrative Agent or the Required Lenders may reasonably request, whereupon the Borrower shall deliver to the Lenders a revised Schedule "2" showing the addition of such Foreign Subsidiary, and such revised Schedule shall replace the old Schedule and shall be deemed to have become a part of this Agreement. Notwithstanding the foregoing provisions of this Section 7.18, the Borrower will not be required to (or to cause the applicable Domestic Subsidiary to) complete the pledge of the stock of (x) Interim Technology (UK) Limited until February 21, 1997 or (y) the first-tier Subsidiaries of the Borrower in the Netherlands (or their successors) until May 29, 1997; it being understood that failure of any of such pledges to be completed by the applicable date shall constitute a breach of this Agreement.
Pledge of Stock of Foreign Subsidiaries. On or prior to February 26, 1999, the Borrowers shall have pledged to the Collateral Agent, for the benefit of itself and the Lenders, 65% of the capital stock of each of the Foreign Subsidiaries identified on Schedule 5.15, pursuant to pledge agreements and related documentation (including legal opinions) reasonably satisfactory to the Collateral Agent. If after the Closing Date, the Collateral Agent, in its own reasonable discretion or at the direction of the Majority Lenders, shall request the pledge of the stock of any additional Foreign Subsidiary which is a Material Subsidiary, the Borrowers shall pledge to the Collateral Agent, for the benefit of itself and the Lenders, 65% of the capital stock of each such Foreign Subsidiary so requested, pursuant to pledge agreements and related documentation (including legal opinions) reasonably satisfactory to the Collateral Agent; provided, however, that neither Borrower shall be obligated to cause any Foreign Subsidiary to pledge any capital stock of another Foreign Subsidiary.
Pledge of Stock of Foreign Subsidiaries. Each Company that creates, acquires or holds a Foreign Subsidiary on or subsequent to the Closing Date, shall immediately execute and deliver to Agent a Pledge Agreement pursuant to which such Company shall pledge to Agent, for the benefit of the Lenders, 65% of the capital stock (or other equity interest) of such Foreign Subsidiary; provided, however, that no Foreign Subsidiary shall be required to pledge the stock or other equity interest of any other Foreign Subsidiary.
Pledge of Stock of Foreign Subsidiaries. Within sixty (60) days after the funding of the Loan, Borrower shall have executed one or more security agreements on Bank's standard form, pledging to Bank not less than 66% of all of the issued and outstanding stock of the Foreign Subsidiaries and shall have executed and delivered all stock certificates, stock powers, and other documents deemed necessary by Bank in connection therewith.
Pledge of Stock of Foreign Subsidiaries. Each Company that creates, acquires or holds a Foreign Subsidiary subsequent to the Closing Date, shall immediately execute and deliver to Agent, for the benefit of the Banks, a Pledge Agreement, in form and substance satisfactory to Agent, pursuant to which such Company shall pledge to Agent, for the benefit of the Banks, sixty-five percent (65%) of the capital stock (or other equity interest) of such Foreign Subsidiary; provided, however, that no Foreign Subsidiary shall be required to pledge the stock or other equity interest of any other Foreign Subsidiary.
Pledge of Stock of Foreign Subsidiaries. In the event that a Default or Unmatured Default has occurred and is continuing, Astec will, at the request of the Agent, grant to the Collateral Agent, for the ratable benefit of the Collateral Agent, the Agent, the Lenders and the holders of the Senior Notes, pursuant to the Pledge Agreement, a security interest in each Foreign Subsidiary's capital stock or other equity interests in which it does not then have a security interest, and will deliver to the Collateral Agent the certificates, if any, representing such capital stock or other equity interests, customary duly executed stock powers with respect thereto and such other documentation as the Collateral Agent shall request to effect such grant of a security interest and the perfection thereof, together with such evidence of requisite corporate action and opinions of counsel as the Collateral Agent may reasonably request.
Pledge of Stock of Foreign Subsidiaries. International shall pledge to the Administrative Agent for the benefit of the Loan Parties at least sixty-five percent (65%) of the stock of any Wholly-Owned direct Subsidiary of International which is not a Borrower and that has tangible assets in excess of Ten Million Dollars ($10,000,000) or annual sales in an amount in excess of Fifteen Million Dollars ($15,000,000) and which is a Non-US Subsidiary to the extent that pledging the shares will not create a material tax consequence to such Subsidiary or any of the Borrowers as determined by the Borrowers and the Administrative Agent.
Pledge of Stock of Foreign Subsidiaries. To the extent that International has not pledged the stock of its Wholly-Owned direct Non-US Subsidiaries (other than Europa) pursuant to Section 6.2(k), the Borrowers shall not permit (i) the tangible assets of such Non-US Subsidiaries to exceed Twenty Million Dollars ($20,000,000) in the aggregate or (ii) the annual sales of such Non-US Subsidiaries to exceed Thirty-Five Million Dollars ($35,000,000) in the aggregate.
