Pursuant to Sections 5. 4(a), (c) and (e) and Section 5.7 of the Titling Company Agreement, [all of the outstanding Certificates] [Certificates Nos. [__] and [__]] related to the [______] Series[, [Class [__]], and the Series Interests represented thereby (collectively, the “Pledged Interests”), [each] designated pursuant to the Series Supplement dated as of [________], 20__, a true and complete copy of which is attached as Exhibit A, have been pledged by [______] and [______], the [ ] existing registered Holders thereof (collectively, the “Pledgors”), to [______] and [______] (collectively, the “Pledgees”).
Pursuant to Sections 5. 5(a) and (b) of the Option Agreement, the notice requirements requiring a summary of exploration expenditures in order to exercise said Option are hereby waived.
Pursuant to Sections 5. 11 and 5.12 of the Credit Agreement, each Domestic Subsidiary of Borrower that was not in existence or not a Domestic Subsidiary on the date of the Credit Agreement is required to enter into the Security Agreement as a Grantor upon becoming a Domestic Subsidiary if such Domestic Subsidiary owns or possesses property of a type that would be considered Collateral under the Security Agreement. Section 7.15 of the Security Agreement provides that additional Subsidiaries of Borrower may become the Grantors under the Security Agreement by execution and delivery of an instrument in the form of this Supplement. The undersigned Subsidiary (the “New Grantor”) is executing this Supplement in accordance with the requirements of the Credit Agreement to become a Grantor under the Security Agreement. Accordingly, the Collateral Agent and the New Grantor agree follows:
SECTION 1. In accordance with Section 7.15 of the Security Agreement, the New Grantor by its signature below becomes a Grantor under the Security Agreement with the same force and effect as if originally named therein as a Grantor and the New Grantor hereby (a) agrees to all terms and provisions of the Security Agreement applicable to it as Grantor thereunder and (b) represents and warrants that the representations and warranties made by it as Grantor thereunder are true and correct on and as of the date hereof. In furtherance of the foregoing, the New Grantor, as security for the payment and performance in full of the Obligations (as defined in the Security Agreement), does hereby created and grant to the Collateral Agent, its successors and assigns, for the benefit of the Secured Parties, their successors and assigns, a security interest in and lien on all of the New Grantor’s right, title and interest in and to the Collateral (as defined in the Security Agreement) of the New Grantor. Each reference to a “Grantor” in the Security Agreement shall be deemed to include the New Grantor. The Security Agreement is hereby incorporated herein by reference. In addition, by signing this Agreement, the New Grantor acknowledges that it has become a party to the Collateral Sharing Agreement and agrees to be bound by all of the terms and provisions thereof.
Pursuant to Sections 5. 7 and 5.9 of the Titling Company Agreement, the Non-Specified Interest Certificate, Certificate No. 1, (the "Pledged Certificate"), has been pledged by CAC, the existing registered Holder thereof, (the "Pledgor"), to Comerica Bank, a Michigan banking corporation, in its capacity as Collateral Agent for the Benefited Parties pursuant to the Intercreditor Agreement (as such terms are defined in the attached Pledge Documents, referred to in item 2 of this Notice) (the "Pledgee").
Pursuant to Sections 5. 1 (a)(i) and 5.1(c) of the Credit Agreement, attached hereto as [Exhibit 1] are true, correct and complete copies of the audited balance sheet of the Borrower as at the end of the fiscal year ended [] and the related audited statements of income and cash flows of the Borrower for such fiscal year, in each case setting forth in comparative form the actual figures as of the end of and for the previous year and reported on without a “going concern” or like qualification or exception, or qualification arising out of the scope of the audit by Deloitte & Touche or other independent certified public accountants of nationally recognized standing.
Pursuant to Sections 5. 2 and 5.3 of the IDTA, the Parties agree that the following information is relevant to Tables 1 – 4 of the IDTA and that by changing the format and content of the Tables neither Party intends to reduce the Appropriate Safeguards (as defined in the IDTA).
Pursuant to Sections 5. 15(d) and 5.16, respectively, of the Credit Agreement, (a) if the Securitization is not consummated by the Step-Up Date, then at any time thereafter, upon the request of the Agents or the Required Lenders made prior to the consummation of the Securitization, the Borrower is required to cause Leasco to enter into the Guarantee Agreement and this Agreement as a Guarantor and (b) each Domestic Subsidiary (and, to the extent that no adverse tax consequences to the Borrower or any Subsidiary would result, Foreign Subsidiary) that was not in existence or not such a Subsidiary on the date of the Credit Agreement is required to enter into the Guarantee Agreement and this Agreement as a Guarantor upon becoming such a Subsidiary. Upon execution and delivery, after the date hereof, by the Collateral Agent and Leasco or any such other Subsidiary of an instrument in the form of Annex 1 hereto, such Subsidiary shall become a Guarantor hereunder with the same force and effect as if originally named as a Guarantor hereunder. The execution and delivery of any instrument adding an additional Guarantor as a party to this Agreement shall not require the consent of any Guarantor hereunder. The rights and obligations of each Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor as a party to this Agreement.
Pursuant to Sections 5. 11 and 5.12 of the Credit Agreement, each Domestic Subsidiary of Crown Holdings that was not in existence or not a Domestic Subsidiary on the date of the Credit Agreement and the Indentures is required to enter into the Security Agreement as a Grantor upon becoming a Domestic Subsidiary.
