We use cookies on our site to analyze traffic, enhance your experience, and provide you with tailored content.

For more information visit our privacy policy.

Common use of Registration in Nominee Name; Denominations Clause in Contracts

Registration in Nominee Name; Denominations. The Agent, on behalf of the Secured Parties, shall have the right (in its sole and absolute discretion) to hold the Pledged Securities in the name of the applicable Pledgor, endorsed or assigned in blank or in favor of the Agent or, if an Event of Default shall have occurred and be continuing, in its own name as pledgee or the name of its nominee (as pledgee or as sub-agent). Upon the occurrence and during the continuance of an Event of Default, each Pledgor will promptly give to the Agent copies of any notices or other communications received by it with respect to Pledged Securities registered in the name of such Pledgor. If an Event of Default shall have occurred and be continuing, the Agent shall have the right to exchange the certificates representing Pledged Securities for certificates of smaller or larger denominations for any purpose consistent with this Agreement. Each Pledgor shall use its commercially reasonable efforts to cause each issuer of Pledged Securities that is not a party to this Agreement to comply with a request by the Agent, pursuant to this Section 2.05, to exchange certificates representing Pledged Securities of such Subsidiary for certificates of smaller or larger denominations.

Appears in 6 contracts

Samples: Collateral Agreement, Collateral Agreement (EVERTEC, Inc.), Collateral Agreement (EVERTEC, Inc.)

Registration in Nominee Name; Denominations. The If an Event of Default shall have occurred and be continuing, (a) the Applicable Agent, on behalf of the Secured Parties, shall have the right (in its sole and absolute discretion) to hold the Pledged Securities in the name of the applicable Pledgor, endorsed or assigned in blank or in favor of the Agent or, if an Event of Default shall have occurred and be continuing, in its own name as pledgee or the name of its nominee (as pledgee or as sub-agent). Upon , or the occurrence name of the applicable Pledgor, endorsed or assigned in blank in favor of the Applicable Agent, and during the continuance of an Event of Default, (b) each Pledgor will promptly give to the Applicable Agent copies of any notices or other communications received by it with respect to Pledged Securities registered in the name of such Pledgor. If an Event of Default shall have occurred and be continuing, the Applicable Agent shall have the right to exchange the certificates representing Pledged Securities for certificates of smaller or larger denominations for any purpose consistent with this Agreement. Each Pledgor shall use its commercially reasonable efforts to cause each issuer of Pledged Securities any Subsidiary that is not a party to this Agreement to comply with a request by the Applicable Agent, pursuant to this Section 2.05, to exchange certificates representing Pledged Securities of such Subsidiary for certificates of smaller or larger denominations.

Appears in 6 contracts

Samples: Collateral Agreement (EP Energy Corp), Collateral Agreement (EP Energy Corp), Collateral Agreement (EP Energy Corp)

Registration in Nominee Name; Denominations. The If an Event of Default shall have occurred and be continuing, (a) the Applicable Agent, on behalf of the Secured Parties, shall have the right (in its sole and absolute discretion) to hold the Pledged Securities in the name of the applicable Pledgor, endorsed or assigned in blank or in favor of the Agent or, if an Event of Default shall have occurred and be continuing, in its own name as pledgee or the name of its nominee (as pledgee or as sub-agent). Upon , or the occurrence name of the applicable Pledgor, endorsed or assigned in blank in favor of the Applicable Agent, and during the continuance of an Event of Default, (b) each Pledgor will promptly give to the Applicable Agent copies of any notices or other communications received by it with respect to Pledged Securities registered in the name of such Pledgor. If an Event of Default shall have occurred and be continuing, the Applicable Agent shall have the right to exchange the certificates representing Pledged Securities for certificates of smaller or larger denominations for any purpose consistent with this Agreement. Each Pledgor shall use its commercially reasonable efforts to cause each issuer of Pledged Securities any Subsidiary that is not a party to this Agreement to comply with a request by the Applicable Agent, pursuant to this Section 2.052.04, to exchange certificates representing Pledged Securities of such Subsidiary for certificates of smaller or larger denominations.

Appears in 6 contracts

Samples: Pledge Agreement (EP Energy Corp), Pledge Agreement (EP Energy Corp), Pledge Agreement (EP Energy Corp)

Registration in Nominee Name; Denominations. The Collateral Agent, on behalf of the Secured Parties, shall have the right (in its sole and absolute discretion) to hold the Pledged Securities Collateral in the name of the applicable PledgorCredit Party, endorsed or assigned in blank or in favor of the Collateral Agent or, if an Event of Default shall have occurred and be continuing, in its own name as pledgee or the name of its nominee (as pledgee or as sub-agent). Upon the occurrence and during the continuance of If an Event of DefaultDefault shall have occurred and be continuing, each Pledgor Credit Party will promptly give to the Collateral Agent copies of any notices or other communications received by it with respect to Pledged Securities Collateral registered in the name of such PledgorCredit Party. If an Event of Default shall have occurred and be continuing, the Collateral Agent shall have the right to exchange the certificates representing Pledged Securities Collateral for certificates of smaller or larger denominations for any purpose consistent with this Agreement. Each Pledgor Credit Party shall each use its commercially reasonable efforts to cause each issuer of Pledged Securities any person that is not a party to this Agreement to comply with a request by the Collateral Agent, pursuant to this Section 2.052.04, to exchange certificates representing Pledged Securities Collateral of such Subsidiary Credit Party for certificates of smaller or larger denominations.

Appears in 6 contracts

Samples: Second Lien Credit and Guaranty Agreement (Lannett Co Inc), Pledge and Security Agreement (Lannett Co Inc), Pledge and Security Agreement (Lannett Co Inc)

Registration in Nominee Name; Denominations. The If an Event of Default shall have occurred and be continuing, (a) the Agent, on behalf of the Secured Parties, shall have the right (in its sole and absolute discretion) to hold the Pledged Securities in the name of the applicable Pledgor, endorsed or assigned in blank or in favor of the Agent or, if an Event of Default shall have occurred and be continuing, in its own name as pledgee or the name of its nominee (as pledgee or as sub-agent). Upon , or the occurrence name of the applicable Pledgor, endorsed or assigned in blank in favor of the Agent, and during the continuance of an Event of Default, (b) each Pledgor will promptly give to the Agent copies of any notices or other communications received by it with respect to Pledged Securities registered in the name of such Pledgor. If an Event of Default shall have occurred and be continuing, the Agent shall have the right to exchange the certificates representing Pledged Securities for certificates of smaller or larger denominations for any purpose consistent with this Agreement. Each Pledgor shall use its commercially reasonable efforts to cause each issuer of Pledged Securities any Subsidiary that is not a party to this Agreement to comply with a request by the Agent, pursuant to this Section 2.05, to exchange certificates representing Pledged Securities of such Subsidiary for certificates of smaller or larger denominations.

Appears in 3 contracts

Samples: Credit Agreement (Talos Energy Inc.), Credit Agreement (Talos Energy Inc.), Credit Agreement (MBOW Four Star, L.L.C.)

Registration in Nominee Name; Denominations. The Collateral Agent, on behalf of the Secured Parties, shall have the right (in its sole and absolute discretion) to hold the Pledged Securities in the name of the applicable Pledgor, endorsed or assigned in blank or in favor of the Collateral Agent or, if an Event of Default shall have occurred and be continuing, in its own name as pledgee or the name of its nominee (as pledgee or as sub-agent). Upon the occurrence and during the continuance of an Following any continuing Event of Default, each Pledgor will promptly give to the Collateral Agent copies of any notices or other communications received by it with respect to Pledged Securities registered in the name of such Pledgor. If an Event of Default shall have occurred and be continuing, the Collateral Agent shall have the right to exchange the certificates representing Pledged Securities held by it for certificates of smaller or larger denominations for any purpose consistent with this Agreement. Each Pledgor shall use its commercially reasonable efforts to cause each issuer of Pledged Securities any Subsidiary that is not a party to this Agreement to comply with a request by the Collateral Agent, pursuant to this Section 2.05, to exchange certificates representing Pledged Securities of such Subsidiary for certificates of smaller or larger denominations.

Appears in 3 contracts

Samples: Collateral Agreement, Collateral Agreement (ADT, Inc.), Collateral Agreement (ADT, Inc.)

Registration in Nominee Name; Denominations. The Collateral Agent, on behalf of the Secured Parties, shall have the right (in its sole and absolute discretion) to hold the Pledged Securities in the name of the applicable PledgorHoldings, endorsed or assigned in blank or in favor of the Collateral Agent or, if an Event of Default shall have occurred and be continuing, in its own name as pledgee or the name of its nominee (as pledgee or as sub-agent). Upon Following the occurrence and during the continuance of an Event of Default, each Pledgor Holdings will promptly give to the Collateral Agent copies of any notices or other communications received by it with respect to Pledged Securities registered in the name of such PledgorHoldings. If an Event of Default shall have occurred and be continuing, the Collateral Agent shall have the right to exchange the certificates representing Pledged Securities for certificates of smaller or larger denominations for any purpose consistent with this Agreement. Each Pledgor Holdings shall use its commercially reasonable efforts to cause each issuer any Subsidiary of Pledged Securities the Borrower that is not a party to this Agreement to comply with a request by the Collateral Agent, pursuant to this Section 2.053.05, to exchange certificates representing Pledged Securities of such Subsidiary for certificates of smaller or larger denominations.

Appears in 2 contracts

Samples: Holdings Guarantee and Pledge Agreement (ADT, Inc.), Holdings Guarantee and Pledge Agreement (ADT, Inc.)

Registration in Nominee Name; Denominations. The Agent, on behalf of the Secured Parties, shall have the right (in its sole and absolute discretion) to hold the Pledged Securities in the name of the applicable Pledgor, endorsed or assigned in blank or in favor of the Agent or, if an Event of Default shall have occurred and be continuing, in its own name as pledgee or the name of its nominee (as pledgee or as sub-agent). Upon the occurrence and during the continuance of an Event of Default, each Pledgor will promptly give to the Agent copies of any notices or other communications received by it with respect to Pledged Securities registered in the name of such Pledgor. If an Event of Default shall have occurred and be continuing, the Agent shall have the right to exchange the certificates representing Pledged Securities for certificates of smaller or larger denominations for any purpose consistent with this Agreement. Each Pledgor shall use its commercially reasonable efforts to cause each issuer of Pledged Securities any Subsidiary that is not a party to this Agreement to comply with a request by the Agent, pursuant to this Section 2.053.05, to exchange certificates representing Pledged Securities of such Subsidiary for certificates of smaller or larger denominations.

Appears in 2 contracts

Samples: Collateral Agreement (Caesars Acquisition Co), Collateral Agreement (CAESARS ENTERTAINMENT Corp)

Registration in Nominee Name; Denominations. The If an Event of Default shall have occurred and be continuing, (a) the Agent, on behalf of the Secured Parties, shall have the right (in its sole and absolute discretion) to hold the Pledged Securities in the name of the applicable Pledgor, endorsed or assigned in blank or in favor of the Agent or, if an Event of Default shall have occurred and be continuing, in its own name as pledgee or the name of its nominee (as pledgee or as sub-agent). Upon , or the occurrence name of the applicable Pledgor, endorsed or assigned in blank in favor of the Agent, and during the continuance of an Event of Default, (b) each Pledgor will promptly give to the Agent copies of any notices or other communications received by it with respect to Pledged Securities registered in the name of such Pledgor. If an Event of Default shall have occurred and be continuing, the Agent shall have the right to exchange the certificates representing Pledged Securities for certificates of smaller or larger denominations for any purpose consistent with this Agreement. Each Pledgor shall use its commercially reasonable efforts to cause each issuer of Pledged Securities any Subsidiary that is not a party to this Agreement to comply with a request by the Agent, pursuant to this Section 2.052.04, to exchange certificates representing Pledged Securities of such Subsidiary for certificates of smaller or larger denominations.

Appears in 2 contracts

Samples: Pledge Agreement (MBOW Four Star, L.L.C.), Term Loan Agreement (MBOW Four Star, L.L.C.)

Registration in Nominee Name; Denominations. The AgentApplicable Representative, on behalf of the Secured Parties, shall have the right (in its sole and absolute discretion) to hold the Pledged Securities in the name of the applicable Pledgor, endorsed or assigned in blank or in favor of the Agent Applicable Representative or, if an Event of Default shall have occurred and be continuing, in its own name as pledgee or the name of its nominee (as pledgee or as sub-agent). Upon the occurrence and during the continuance of an Event of Default, each Each Pledgor will promptly give to the Agent Applicable Representative copies of any notices or other communications received by it with respect to Pledged Securities registered in the name of such Pledgor. If an Event of Default shall have occurred and be continuing, the Agent Applicable Representative shall have the right to exchange the certificates representing Pledged Securities for certificates of smaller or larger denominations for any purpose consistent with this Agreement. Each Pledgor shall use its commercially reasonable efforts to cause each issuer any Loan Party (or subsidiary of Pledged Securities a Loan Party) that is not a party to this Agreement to comply with a request by the AgentApplicable Representative, pursuant to this Section 2.053.04, to exchange certificates representing Pledged Securities of such Subsidiary Loan Party (or subsidiary of a Loan Party) for certificates of smaller or larger denominations.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (RBS Global Inc), Guarantee and Collateral Agreement (RBS Global Inc)

Registration in Nominee Name; Denominations. The Collateral Agent, on behalf of as agent for the Secured Parties, shall have the right (in its sole and absolute discretion) to hold the Pledged Securities in the name of the applicable Pledgor, endorsed or assigned in blank or in favor of the Collateral Agent or, if an Event of Default shall have occurred and be continuing, in its own name as pledgee or the name of its nominee (as pledgee or as sub-agent). Upon the occurrence and during the continuance of an Event of Default, each Each Pledgor will promptly give to the Collateral Agent copies of any notices or other communications received by it with respect to Pledged Securities registered in the name of such Pledgor. If an Event of Default shall have occurred and be continuing, the Agent Collateral Agent, as agent for the Secured Parties, shall have the right to exchange the certificates representing Pledged Securities for certificates of smaller or larger denominations for any purpose consistent with this Agreement. Each Pledgor shall use its commercially reasonable efforts to cause each issuer of Pledged Securities any Loan Party that is not a party to this Agreement to comply with a request by the Collateral Agent, pursuant to this Section 2.053.04, to exchange certificates representing Pledged Securities of such Subsidiary Loan Party for certificates of smaller or larger denominations.

Appears in 2 contracts

Samples: Second Lien Bridge Credit Agreement (Berry Global Group Inc), Guarantee and Collateral Agreement (Noranda Aluminum Acquisition CORP)

Registration in Nominee Name; Denominations. The Subject to the Intercreditor Agreements, if an Event of Default shall have occurred and be continuing, (a) the Agent, on behalf of the Secured Parties, shall have the right (in its sole and absolute discretion) to hold the Pledged Securities in the name of the applicable Pledgor, endorsed or assigned in blank or in favor of the Agent or, if an Event of Default shall have occurred and be continuing, in its own name as pledgee or the name of its nominee (as pledgee or as sub-agent). Upon , or the occurrence name of the applicable Grantor, endorsed or assigned in blank in favor of the Agent, and during the continuance of an Event of Default, (b) each Pledgor Grantor will promptly give to the Agent copies of any written notices or other written communications received by it with respect to Pledged Securities registered in the name of such PledgorGrantor. If Subject to the Intercreditor Agreements, if an Event of Default shall have occurred and be continuing, the Agent shall have the right to exchange the certificates representing Pledged Securities for certificates of smaller or larger denominations for any purpose consistent with this Agreement, to the extent permitted by the documentation governing such Pledged Securities. Each Pledgor Grantor shall use its commercially reasonable efforts to cause each issuer of Pledged Securities any Subsidiary that is not a party to this Agreement to comply with a request by the Agent, pursuant to this Section 2.05, to exchange certificates representing Pledged Securities of such Subsidiary for certificates of smaller or larger denominations.

Appears in 2 contracts

Samples: Credit Agreement (Vine Resources Inc.), Credit Agreement (Vine Resources Inc.)

Registration in Nominee Name; Denominations. The Collateral Agent, on behalf of the Secured Parties, shall have the right (in its sole and absolute discretion) to hold the Pledged Securities in the name of the applicable Pledgor, endorsed or assigned in blank or in favor of the Collateral Agent or, if an Event of Default shall have occurred and be continuing, in its own name as pledgee or the name of its nominee (as pledgee or as sub-agent). Upon the occurrence and during During the continuance of an any Event of DefaultDefault and upon the request of the Collateral Agent, each Pledgor will promptly give to the Collateral Agent copies of any notices or other communications received by it with respect to Pledged Securities registered in the name of such Pledgor. If an Event of Default shall have occurred and be continuing, the Collateral Agent shall have the right to exchange the certificates representing Pledged Securities held by it for certificates of smaller or larger denominations for any purpose consistent with this Agreement. Each Pledgor shall use its commercially reasonable efforts to cause each issuer of Pledged Securities any Subsidiary that is not a party to this Agreement to comply with a request by the Collateral Agent, pursuant to this Section 2.05, to exchange certificates representing Pledged Securities of such Subsidiary for certificates of smaller or larger denominations.

Appears in 1 contract

Samples: Collateral Agreement (Cerence Inc.)

Registration in Nominee Name; Denominations. The If an Event of Default shall have occurred and is continuing and the Agent shall have provided the Pledgors two (2) Business Days’ prior written notice of its intent to exercise such rights (provided that such prior written notice is not required if (x) an Event of Default under Section 10.1(g) or (h) of the Loan Agreement shall have occurred and is continuing or (y) payment of the Loans shall be due by acceleration), the Agent, on behalf of the Secured Parties, shall have the right (in its sole and absolute discretion) to (a) hold the Pledged Securities in the name of the applicable Pledgor, endorsed or assigned in blank or in favor of the Agent or, if an Event of Default shall have occurred and be continuing, or in its own name as pledgee or in the name of its nominee (as pledgee or as sub-agent). Upon the occurrence , and during the continuance of an Event of Default, each Pledgor will promptly give to the Agent copies of any notices or other communications received by it with respect to Pledged Securities registered in the name of such Pledgor. If an Event of Default shall have occurred , and be continuing, the Agent shall have the right to (b) exchange the certificates representing Pledged Securities for certificates of smaller or larger denominations for any reasonable purpose consistent with this Agreement. Each Pledgor shall use its commercially reasonable efforts to cause each issuer of Pledged Securities that is not a party to this Agreement to comply with a request by the Agent, pursuant to this Section 2.05, to exchange certificates representing Pledged Securities of such Subsidiary for certificates of smaller or larger denominations.

Appears in 1 contract

Samples: Pledge Agreement (Franchise Group, Inc.)

Registration in Nominee Name; Denominations. The Applicable Agent, on behalf of the Secured Parties, shall have the right (in its sole and absolute discretion) to hold the Pledged Securities in the name of the applicable Pledgor, endorsed or assigned in blank or or, except in the case of the Pledged ULC Shares, in favor of the Applicable Agent or, except in the case of Pledged ULC Shares, if an Event of Default shall have occurred and be continuing, following written instruction from the Applicable Agent, in its own name as pledgee or the name of its nominee (as pledgee or as sub-agent). Upon the occurrence and during the continuance of an Event of Default, each Pledgor will promptly give to the Applicable Agent copies of any notices or other communications received by it with respect to Pledged Securities registered in the name of such Pledgor. If an Event of Default shall have occurred and be continuing, the Applicable Agent shall have the right right, following written instruction from the Applicable Agent, to exchange the certificates representing Pledged Securities held by it for certificates of smaller or larger denominations for any purpose consistent with this Agreement. Each Pledgor shall use its commercially reasonable efforts to cause each issuer any of Pledged Securities its Subsidiaries that is not a party to this Agreement to comply with a request by the Agent, Applicable Agent pursuant to this Section 2.053.05, to exchange certificates representing Pledged Securities of such Subsidiary for certificates of smaller or larger denominations.

Appears in 1 contract

Samples: Collateral Agreement (Hexion Inc.)

Registration in Nominee Name; Denominations. The AgentExcept for shares of any Unlimited Liability Company (which shall be delivered to the Trustee with an endorsement in blank), the Trustee, on behalf of the Secured Parties, shall have the right (in its sole and absolute discretion) to hold the Pledged Securities in the name of the applicable Pledgor, endorsed or assigned in blank or in favor of the Agent or, if an Event of Default shall have occurred and be continuing, in its own name as pledgee or pledgee, the name of its nominee (as pledgee or as sub-agent)) or the name of the Pledgors, endorsed or assigned in blank or in favor of the Trustee. Upon the occurrence and during the continuance of an Event of a Default, the Trustee shall have the right to register the First Mortgage Bonds in its own name and each Pledgor shall do such further acts and things, and execute and deliver such additional instruments, as the Trustee may request to effect such registration. Each Pledgor will promptly give to the Agent Trustee copies of any notices or other communications received by it with respect to Pledged Securities registered in the name of such Pledgor. If an Event of Default The Trustee shall have occurred and be continuing, the Agent shall at all times have the right to exchange the certificates representing Pledged Securities for certificates of smaller or larger denominations for any purpose consistent with this Agreement. Each Pledgor shall use its commercially reasonable efforts to cause each issuer of Pledged Securities that is not a party to this Agreement to comply with a request by the Agent, pursuant to this Section 2.05, to exchange certificates representing Pledged Securities of such Subsidiary for certificates of smaller or larger denominations.

Appears in 1 contract

Samples: Pledge Agreement (3019693 Nova Scotia U.L.C.)

Registration in Nominee Name; Denominations. The Subject to the Intercreditor Agreement, the Administrative Agent, on behalf of the Secured Parties, shall have the right (in its sole and absolute discretion) to hold the Pledged Securities in the name of the applicable Pledgor, endorsed or assigned in blank or in favor of the Administrative Agent or, if an Event of Default shall have occurred and be continuing, in its own name as pledgee or the name of its nominee (as pledgee or as sub-agent). Upon the occurrence and during the continuance of an Event of Default, each Each Pledgor will promptly give to the Administrative Agent copies of any notices or other communications received by it with respect to Pledged Securities registered in the name of such Pledgor. If an Event of Default shall have occurred and be continuing, subject to the Intercreditor Agreement, the Administrative Agent shall have the right to exchange the certificates representing Pledged Securities for certificates of smaller or larger denominations for any purpose consistent with this Agreement. Each Pledgor shall use its commercially reasonable efforts to cause each issuer of Pledged Securities any Loan Party that is not a party to this Agreement to comply with a request by the Administrative Agent, pursuant to this Section 2.053.04, to exchange certificates representing Pledged Securities of such Subsidiary Loan Party for certificates of smaller or larger denominations.

Appears in 1 contract

Samples: Second Lien Guarantee and Collateral Agreement (Covalence Specialty Adhesives LLC)

Registration in Nominee Name; Denominations. The Collateral Agent, on behalf of the Secured Parties, shall have the right (in its sole and absolute discretion) to hold the Pledged Securities in its own name as pledgee, the name of its nominee (as pledgee or as sub-agent) or the name of the applicable PledgorPledgors, endorsed or assigned in blank or in favor of the Collateral Agent; provided that the Collateral Agent or, if an Event of Default shall have occurred and be continuing, only exercise such right to hold the Pledged Securities in its own name as pledgee pledge or the name of its nominee (as pledgee or as sub-agent)) if (a) an Event of Default has occurred and is continuing and (b) it has provided Borrower with prior written notice of its intent to exercise such right. Upon the occurrence and during During the continuance of an any Event of Default, each Pledgor will promptly give to the Collateral Agent copies of any written notices or other written communications received by it with respect to Pledged Securities registered in the name of such Pledgor. If an During the continuance of any Event of Default shall have occurred and be continuingDefault, the Collateral Agent shall at all times have the right to exchange the certificates representing Pledged Securities for certificates of smaller or larger denominations for any purpose consistent with this Agreement. Each Pledgor shall use its commercially reasonable efforts to cause each issuer of Pledged Securities that is not a party to this Agreement to comply with a request by the Agent, pursuant to this Section 2.05, to exchange certificates representing Pledged Securities of such Subsidiary for certificates of smaller or larger denominations.

Appears in 1 contract

Samples: Pledge Agreement (Polymer Group Inc)

Registration in Nominee Name; Denominations. The Collateral Agent, on behalf of the Secured Parties, shall have the right (in its sole and absolute discretion) to hold the Pledged Certificated Securities in the name of the applicable Pledgor, endorsed or assigned in blank or in favor of the Collateral Agent or, if an Event of Default shall have occurred and be continuing, in its own name as pledgee or in the name of its nominee (as pledgee or as sub-agent)nominee. Upon the occurrence and during the continuance of an Event of Default, each Each Pledgor will promptly give to the Collateral Agent copies of any notices or other communications received by it with respect to Pledged Certificated Securities registered in the name of such Pledgor. If an Event of Default shall have occurred and be continuing, the Collateral Agent shall have the right to exchange the certificates representing Pledged Certificated Securities for certificates of smaller or larger denominations for any purpose consistent with this AgreementAgreement and the other Loan Documents. Each Pledgor shall use its commercially reasonable efforts to cause each issuer of Pledged Securities any Person that is not a party to this Agreement to comply with a request by the Collateral Agent, pursuant to this Section 2.053.06, to exchange certificates representing Pledged Certificated Securities of such Subsidiary Person for certificates of smaller or larger denominations.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (Summit Midstream Partners, LP)

Registration in Nominee Name; Denominations. The Subject to the Hedge Intercreditor Agreement, if an Event of Default shall have occurred and be continuing, (a) the Agent, on behalf of the Secured Parties, shall have the right (in its sole and absolute discretion) to hold the Pledged Securities in the name of the applicable Pledgor, endorsed or assigned in blank or in favor of the Agent or, if an Event of Default shall have occurred and be continuing, in its own name as pledgee or the name of its nominee (as pledgee or as sub-agent). Upon , or the occurrence name of the applicable Grantor, endorsed or assigned in blank in favor of the Agent, and during the continuance of an Event of Default, (b) each Pledgor Grantor will promptly give to the Agent copies of any written notices or other written communications received by it with respect to Pledged Securities registered in the name of such PledgorGrantor. If Subject to the Hedge Intercreditor Agreement, if an Event of Default shall have occurred and be continuing, the Agent shall have the right to exchange the certificates representing Pledged Securities for certificates of smaller or larger denominations for any purpose consistent with this Agreement, to the extent permitted by the documentation governing such Pledged Securities. Each Pledgor Grantor shall use its commercially reasonable efforts to cause each issuer of Pledged Securities any Subsidiary that is not a party to this Agreement to comply with a request by the Agent, pursuant to this Section 2.05, to exchange certificates representing Pledged Securities of such Subsidiary for certificates of smaller or larger denominations.

Appears in 1 contract

Samples: Security Agreement (Samson Oil & Gas LTD)

Registration in Nominee Name; Denominations. The Collateral Agent, on behalf of the Secured Parties, shall have the right (in its sole and absolute discretion) to hold the Pledged Securities in the name of the applicable Pledgor, endorsed or assigned in blank or in favor of the Collateral Agent or, if an Event of Default shall have occurred and be continuing, in its own name as pledgee or the name of its nominee (as pledgee or as sub-agent). Upon the occurrence and during the continuance of an Event of Default, each Pledgor will promptly give to the Collateral Agent copies of any notices or other communications received by it with respect to Pledged Securities registered in the name of such Pledgor. If an Event of Default shall have occurred and be continuing, the Collateral Agent shall have the right to exchange the certificates representing Pledged Securities held by it for certificates of smaller or larger denominations for any purpose consistent with this Agreement. Each Pledgor shall use its commercially reasonable efforts to cause each issuer of Pledged Securities any Subsidiary that is not a party to this Agreement to comply with a request by the Collateral Agent, pursuant to this Section 2.053.05, to exchange certificates representing Pledged Securities of such Subsidiary for certificates of smaller or larger denominations.

Appears in 1 contract

Samples: Credit Agreement (CAESARS ENTERTAINMENT Corp)

Registration in Nominee Name; Denominations. The Agent, on behalf of the Secured Parties, shall have the right (in its sole and absolute discretion) to hold the Pledged Securities in the name of the applicable Pledgor, endorsed or assigned in blank or in favor of the Agent or, if an Event of Default shall have occurred and be continuing, in its own name as pledgee or the name of its nominee (as pledgee or as sub-agent). Upon the occurrence and during the continuance of an Event of Default, each Pledgor will promptly give to the Agent copies of any material notices or other communications received by it with respect to Pledged Securities (other than those issued by any Pledgor or its subsidiaries) registered in the name of such Pledgor. If an Event of Default shall have occurred and be continuing, the Agent shall have the right to exchange the certificates representing Pledged Securities for certificates of smaller or larger denominations for any purpose consistent with this Agreement. Each Pledgor shall use its commercially reasonable efforts to cause each issuer of Pledged Securities that is not a party to this Agreement to comply with a request by the Agent, pursuant to this Section 2.052.5, to exchange certificates representing Pledged Securities of such Subsidiary for certificates of smaller or larger denominations.

Appears in 1 contract

Samples: Collateral Agreement (EVERTEC, Inc.)

Registration in Nominee Name; Denominations. The Applicable Agent, on behalf of the Secured Parties, shall have the right (in its sole and absolute discretion) to hold the Pledged Securities in the name of the applicable Pledgor, endorsed or assigned in blank or or, except in the case of the Pledged ULC Shares, in favor of the Applicable Agent or, except in the case of Pledged ULC Shares, if an Event of Default shall have occurred and be continuing, following written instruction from the Applicable First Lien Agent, in its own name as pledgee or the name of its nominee (as pledgee or as sub-agent). Upon the occurrence and during the continuance of an Event of Default, each Pledgor will promptly give to the Applicable Agent copies of any notices or other communications received by it with respect to Pledged Securities registered in the name of such Pledgor. If an Event of Default shall have occurred and be continuing, the Applicable Agent shall have the right right, following written instruction from the Applicable First Lien Agent, to exchange the certificates representing Pledged Securities for certificates of smaller or larger denominations for any purpose consistent with this Agreement. Each Pledgor shall use its commercially reasonable efforts to cause each issuer any of Pledged Securities its Subsidiaries that is not a party to this Agreement to comply with a request by the Applicable Agent, pursuant to this Section 2.05, to exchange certificates representing Pledged Securities of such Subsidiary for certificates of smaller or larger denominations.

Appears in 1 contract

Samples: Collateral Agreement (Momentive Specialty Chemicals Inc.)

Registration in Nominee Name; Denominations. The Collateral Agent, on behalf of the Secured Parties, shall have the right (in its sole and absolute discretion) to hold the Pledged Securities in the name of the applicable Pledgor, endorsed or assigned in blank or in favor of the Collateral Agent or, if an Event of Default shall have occurred and be continuing, in its own name as pledgee or the name of its nominee (as pledgee or as sub-agent). Upon the occurrence and during During the continuance of an any Event of DefaultDefault or as otherwise required by the Credit Agreement, each Pledgor will promptly give to the Collateral Agent copies of any notices or other communications received by it with respect to Pledged Securities registered in the name of such Pledgor. If an Event of Default shall have occurred and be continuing, the Collateral Agent shall have the right to exchange the certificates representing Pledged Securities held by it for certificates of smaller or larger denominations for any purpose consistent with this Agreement. Each Pledgor shall use its commercially reasonable efforts to cause each issuer of Pledged Securities any Subsidiary that is not a party to this Agreement to comply with a request by the Collateral Agent, pursuant to this Section 2.05, to exchange certificates representing Pledged Securities of such Subsidiary for certificates of smaller or larger denominations.

Appears in 1 contract

Samples: Credit Agreement (Canopy Growth Corp)

Registration in Nominee Name; Denominations. The Collateral Agent, on behalf of the Secured Parties, shall have the right (in its sole and absolute discretion) to hold the Pledged Securities in the name of the applicable Pledgor, endorsed or assigned in blank or in favor of the Collateral Agent or, if an Event of Default shall have occurred and be continuing, in its own name as pledgee or the name of its nominee (as pledgee or as sub-agent). Upon the occurrence and during During the continuance of an any Event of Default, each Pledgor will promptly give to the Collateral Agent copies of any notices or other communications received by it with respect to Pledged Securities registered in the name of such Pledgor. If an Event of Default shall have occurred and be continuing, the Collateral Agent shall have the right to exchange the certificates representing Pledged Securities held by it for certificates of smaller or larger denominations for any purpose consistent with this Agreement. Each Pledgor shall use its commercially reasonable efforts to cause each issuer of Pledged Securities any Subsidiary that is not a party to this Agreement to comply with a request by the Collateral Agent, pursuant to this Section 2.05, to exchange certificates representing Pledged Securities of such Subsidiary for certificates of smaller or larger denominations.

Appears in 1 contract

Samples: Collateral Agreement (Cerence Inc.)

Registration in Nominee Name; Denominations. The Administrative Agent, on behalf of the Secured Parties, shall have the right (in its sole and absolute discretion) to hold the Pledged Securities in the name of the applicable Pledgor, endorsed or assigned in blank or in favor of the Administrative Agent or, if an Event of Default shall have occurred and be continuing, in its own name as pledgee or the name of its nominee (as pledgee or as sub-agent). Upon At the Time of the Annual Report and at any time following the occurrence and during the continuance of an Event of Default, Default each Pledgor will promptly give to the Administrative Agent copies of any notices or other communications received by it with respect to Pledged Securities registered in the name of such Pledgor. If an Event of Default shall have occurred and be continuing, the Administrative Agent shall have the right to exchange the certificates representing Pledged Securities for certificates of smaller or larger denominations for any purpose consistent with this Agreement. Each Pledgor shall use its commercially reasonable efforts to cause each issuer of Pledged Securities any Loan Party that is not a party to this Agreement to comply with a request by the Administrative Agent, pursuant to this Section 2.053.04, to exchange certificates representing Pledged Securities of such Subsidiary Loan Party for certificates of smaller or larger denominations.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (Nuance Communications, Inc.)

Registration in Nominee Name; Denominations. The If an Event of Default shall have occurred and be continuing, (a) the Applicable Agent, on behalf of the Secured Parties, shall have the right (in its sole and absolute discretion) to hold the Pledged Securities in the name of the applicable Pledgor, endorsed or assigned in blank or in favor of the Agent or, if an Event of Default shall have occurred and be continuing, in its own name as pledgee or the name of its nominee (as pledgee or as sub-agent). Upon , or the occurrence name of the applicable Pledgor, endorsed or assigned in blank in favor of the Applicable Agent, and during the continuance of an Event of Default, (b) each Pledgor will promptly give to the Applicable Agent copies of any notices or other communications received by it with respect to Pledged Securities registered in the name of such Pledgor. If an Event of Default shall have occurred and be continuing, the Applicable Agent shall have the right to exchange the certificates representing Pledged Securities for certificates of smaller or larger denominations for any purpose consistent with this Agreement. Each Pledgor shall use its commercially reasonable efforts to cause each issuer of Pledged Securities any Subsidiary that is not a party to this Agreement to comply with a request by the Applicable Agent, pursuant to this Section 2.05, to exchange certificates representing Pledged Securities of such Subsidiary for certificates of smaller or larger denominations.this

Appears in 1 contract

Samples: Collateral Agreement (EP Energy LLC)