Common use of Pledged Interests Clause in Contracts

Pledged Interests. (i) If the Pledgor shall, as a result of its ownership of the Pledged Interests, become entitled to receive any certificate or shall receive any further membership interests in the Borrower (including, without limitation, any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights, whether in addition to, in substitution of, as a conversion of, or in exchange for, the Pledged Interests, or otherwise in respect thereof, the Pledgor shall accept the same on behalf of the Lender and hold the same in trust for the Lender and deliver the same forthwith to the Lender in the exact form received, duly indorsed by such Pledgor to the Lender, if required, together with an undated stock or equivalent power covering such certificate duly executed in blank by the Pledgor and with, if the Lender so requests, signature guaranteed, to be held by the Lender, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Interests upon the liquidation or dissolution of the Borrower shall be paid over to the Lender to be held by it hereunder as additional collateral security for the Obligations, and in case any distribution of capital shall be made on or in respect of the Pledged Interests or any property shall be distributed upon or with respect to the Pledged Interests pursuant to the recapitalization or reclassification of the capital of the Borrower or pursuant to the reorganization thereof, the property so distributed shall be delivered to the Lender to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Interests pursuant to the recapitalization or reclassification of the capital of the Borrower or pursuant to the reorganization thereof shall be received by the Pledgor, the Pledgor shall, until such money or property is paid or delivered to the Lender, hold such money or property in trust for the Lender, segregated from other funds of the Pledgor, as additional collateral security for the Obligations.

Pledged Interests. (i) If the Pledgor shall, as a result of its ownership of The certificate or other instruments evidencing the Pledged Interests, become entitled to receive any certificate or shall receive any further membership interests in the Borrower (includingif any, without limitationand all other securities, any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights, warrants, options and the like whether newly issued or otherwise created in addition to, in substitution of, as a conversion of, or in exchange for, respect of the Pledged InterestsInterests by stock split, stock dividend, merger, consolidation conversion or otherwise in respect thereofotherwise, shall be delivered by the Pledgor shall accept the same on behalf of the Lender and hold the same in trust for the Lender and deliver the same forthwith to the Lender in the exact form received, duly indorsed by such Pledgor to the LenderPledgee as collateral hereunder, if required, together with an undated stock or equivalent power covering such certificate duly executed in blank by the Pledgor and with, if the Lender so requests, signature guaranteed, to shall be held by the Lender, subject to Pledgee under the terms hereofand conditions of, and subject to, this Agreement. The term “Pledged Interests” as additional collateral security for used herein shall be deemed to include all such new interests, securities, rights, warrants, options and the Obligationslike issued in respect of the shares of interests represented by the above-mentioned certificate. Any sums paid upon or in respect of the Pledged Interests upon the liquidation or dissolution of the Borrower issuer thereof shall be paid over to the Lender Pledgee to be held by it hereunder as additional collateral security for the ObligationsLiabilities, and in case any distribution of capital interests shall be made on or in respect of the Pledged Interests or any property shall be distributed upon or with respect to the Pledged Interests pursuant to the a recapitalization or reclassification of the capital interests of the Borrower or pursuant to issuer of the reorganization thereofPledged Interests, the property so distributed pursuant to such reorganization or reclassification shall be delivered to the Lender Pledgee to be held by it hereunder as additional collateral security for the ObligationsLiabilities. If any sums Upon the occurrence and during the continuance of money an Event of Default, the Pledgee shall be entitled to receive all cash dividends and other cash distributions (including liquidating distributions or property so paid or distributed in distributions upon dissolution of the issuer) made with respect of to the Pledged Interests pursuant to be applied by the Pledgee to the recapitalization or reclassification of the capital of the Borrower or pursuant to the reorganization thereof shall be received by the Pledgor, the Pledgor shall, until such money or property is paid or delivered to the Lender, hold such money or property in trust for the Lender, segregated from other funds of the Pledgor, as additional collateral security for the ObligationsLiabilities.

Pledged Interests. (ia) If At all times cause all of the Pledgor shallPledged Interests to be subject to first priority, perfected Liens in favor of the Administrative Agent to secure the Obligations pursuant to the terms and conditions of the Loan Documents or, with respect to any such Pledged Interests acquired subsequent to the Closing Date, such other additional security documents as a result the Administrative Agent shall reasonably request; (b) deliver such other documentation as the Administrative Agent may reasonably request in connection with the foregoing, including, without limitation, appropriate UCC-1 financing statements, certified resolutions and other organizational and authorizing documents of its ownership such Person, favorable opinions of counsel to such Person (which shall cover the due organization of the applicable pledgor, the due authorization, validity, binding effect and enforceability of the documentation referred to above and the perfection of the Administrative Agent's Liens thereunder), all in form, content and scope reasonably satisfactory to the Administrative Agent and (c) indemnify and/or reimburse (as applicable) the Administrative Agent for any and all reasonable out-of-pocket costs, expenses, losses, claims, fees or other amounts paid or incurred by the Administrative Agent to the extent paid or incurred in connection with the filing or recording of any documents, agreement or instruments related to the Pledged Interests, the protection of any of the Pledged Interests, become entitled to receive any certificate or shall receive any further membership its rights and interests in the Borrower (including, without limitation, any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital therein or any certificate issued in connection with Loan Party’s underlying rights and interests therein or the enforcement of any reorganization), option or rights, whether in addition to, in substitution of, as a conversion of, or in exchange for, the Pledged Interests, or otherwise in respect thereof, the Pledgor shall accept the same on behalf of the Lender and hold the same in trust for the Lender and deliver the same forthwith to the Lender in the exact form received, duly indorsed by such Pledgor to the Lender, if required, together with an undated stock or equivalent power covering such certificate duly executed in blank by the Pledgor and with, if the Lender so requests, signature guaranteed, to be held by the Lender, subject to the terms hereof, as additional collateral security for the Obligations. Any sums paid upon or in respect of the Pledged Interests upon the liquidation or dissolution of the Borrower shall be paid over to the Lender to be held by it hereunder as additional collateral security for the Obligations, and in case any distribution of capital shall be made on or in respect of the Pledged Interests or any property shall be distributed upon or its other rights with respect to the Pledged Interests pursuant Interests; provided, that the reimbursement and indemnity obligations set forth in this clause (c) shall be in addition to and in furtherance of all other reimbursement or indemnity obligations of the Loan Parties referenced herein or in any other Loan Document and shall not apply to the recapitalization extent the applicable costs, expenses, losses, claims, fees or reclassification other amounts payable by the Administrative Agent are a result of the capital of the Borrower Administrative Agent’s gross negligence or pursuant to the reorganization thereof, the property so distributed shall be delivered to the Lender to be held by it hereunder as additional collateral security for the Obligations. If any sums of money or property so paid or distributed in respect of the Pledged Interests pursuant to the recapitalization or reclassification of the capital of the Borrower or pursuant to the reorganization thereof shall be received by the Pledgor, the Pledgor shall, until such money or property is paid or delivered to the Lender, hold such money or property in trust for the Lender, segregated from other funds of the Pledgor, as additional collateral security for the Obligationswillful misconduct.