Share Pledge. As security for the performance in full of the obligations of Party B under this Agreement, Party B hereby pledges to Party A, and creates in favor of Party A or the Designee (as appropriate), a first priority security interest in all of the rights, title and interest in and to:
5.1.1 the Shares; and
5.1.2 all of her incidental rights with respect to the Shares, now or hereafter acquired. Such security interest is to be perfected by compliance by Party B with Article 3.1.9 of this Agreement.
Share Pledge. (a) Following the occurrence of an Event of Default, upon Lender’s request, Borrower shall promptly execute and deliver to Lender pledges of at least sixty-five percent (65%) of its equity interest in each Foreign Subsidiary, along with certificates for the pledged shares, blank stock powers, and such other instruments or documentation reasonably requested by Lender in order to take and perfect a security interest in such equity interests, all in form and substance reasonably acceptable to Lender. Borrower shall at all such times ensure that such pledged stock is not less than sixty-five percent (65%) of its equity interest in each such Subsidiary and shall promptly pledge to Lender any additional shares as are from time to time required to keep the percentage of shares pledged at sixty-five percent (65%).
(b) Following the occurrence of an Event of Default, upon Lender’s request, Borrower shall promptly execute and deliver to Lender pledges of one hundred percent (100%) of its equity interest in each Subsidiary which is formed under the laws of the United States or a state thereof, along with certificates for the pledged shares, blank stock powers, and such other instruments or documentation reasonably requested by Lender in order to take and perfect a security interest in such equity interests, all in form and substance reasonably acceptable to Lender. Borrower shall at all such times ensure that such pledged stock is not less than one hundred percent (100%) of its equity interest in each such Subsidiary and shall promptly pledge to Lender any additional shares as are from time to time required to keep the percentage of shares pledged at one hundred percent (100%).
(c) At Lender’s request, Borrower shall cause each Subsidiary that is not an Excluded Subsidiary (provided that each such Subsidiary at all times meets the requirements of continuing its status as an “Excluded Subsidiary”, as defined herein) to become a party to this Agreement and such other documents as Lender may reasonably request.
Share Pledge. 1.1 It is agreed upon by the Parties hereto that, the Pledgor shall pledge all the shares (the “Pledged Shares”) held by it in the Company to the Pledgee according to the stipulations hereof as the guaranty for the Pledgor and/or the Company to perform the various obligations under the Cooperation Agreement. In case of the Company or the Pledgor’s failure to perform obligations as stipulated in the Cooperation Agreement, the Pledgee enjoys the right (the “Pledge”) to keep the said Pledged Shares to offset the debt or have priority in satisfying its claim out of proceeds from the auction or sale of the said Pledged Shares in accordance with law. The effect of the Pledge extends to the bonuses fruited by the Pledged Shares.
1.2 The Pledgor undertakes to be responsible for having the share pledge arrangement hereunder recorded in the Company’s roster of shareholders on the same date when this Agreement is executed and delivering to the Pledgee for keeping the capital contribution certificates proving its equity shares in the Company within three (3) days upon execution hereof. The bonuses of the Pledged Shares shall be deposited into the bank account as designated by the Pledgee subject to supervision and control of the Pledgee.
1.3 The extent guaranteed by the pledge hereunder includes various rights to which the Pledgee shall be entitled under the Cooperation Agreement, expenses for realization of the aforesaid rights as well as the liquidated damages, damage compensations and all other amounts due payable by the Pledgor, the Company or the School under the Cooperation Agreement.
1.4 If there is a probability of obvious deduction of the value of the Pledged Shares that is enough to hurt the rights of the Pledgee, the Pledgee may auction or sell the Pledged Shares and the Pledgor agrees to employ the value amount obtained from the auction or sale to satisfy the indebtedness guaranteed by the Pledged Shares before the date of expiration.
1.5 The Pledgor may make an increase in contribution to the Company’s registered capital only with the prior written consent of the Pledgee. The increased contributions to the Company’s registered capital as a result of the Pledgor’s increasing in its contribution to the Company’s capital shall as well fall within the Pledged Shares.
1.6 Subject to the observance of other stipulations hereof, within the validity term of this Agreement, except for the registration and amendment as necessitated by the operations of the Company,...
Share Pledge. Parent or Purchaser shall have received an executed Share Pledge Agreement for the pledge of the Pledged Shares to secure the Bridge Loan, which Share Pledge Agreement shall be substantially in the form attached hereto as Exhibit 10.16 (the “Share Pledge Agreement”).
Share Pledge. On the earlier of the date of the First Advance, (if applicable) and the Closing Date, Seller shall execute and deliver to Texstar, the Share Pledge and any other documentation required to be executed and delivered under the terms and conditions of the Share Pledge, as security for the payment of any principal and interest owing to Texstar under the Promissory Notes (if applicable).
Share Pledge. In order to guarantee the performance of the Parent’s obligations under the Agreement and the repayment obligation contemplated under the mezzanine loan provided by the Investor to a wholly owned subsidiary of the Parent in the PRC of US$156,800,000, 122,663,113 H Shares (equivalent to 18.79% of the total issued share capital of the Company) have been arranged to pledge to the Investor.
Share Pledge. As security for the payment of the Buyer Earnout Payment, Buyer agrees to pledge a total of 5,795,057 shares of Common Stock (the “Pledged Shares”) to the Sellers’ Representative at and concurrently with the Closing upon the terms and subject to the conditions of a Stock Pledge Agreement in a form mutually agreeable to Buyer and Sellers’ Representative (the “Stock Pledge Agreement”). In respect of each Initial Earnout Year, Sellers shall irrevocably release or cause the irrevocable release of 25% of the Pledge Shares immediately upon (i) if any Buyer Earnout Payment for such Initial Earnout Year is payable pursuant to this Exhibit A, receipt by the Sellers’ Representative of such Buyer Earnout Payment; and (ii) otherwise, determination of the amount of the applicable Net Profit for such Initial Earnout Year pursuant to Section 5.
Share Pledge. 1. 1出质人在此无条件地、不可撤销地将其拥有的全部公司股份及公司股份所附带及产生的一切权利、利益、红利及其他所有孳息（以下简称“质押股份”）按照本协议的约定质押给质权人，以担保出质人和/或公司履行出质人在交易协议及本协议项下之所有义务（以下简称“被担保义务”）。一旦出质人及/或公司违反任何被担保义务或出现任何本协议项下规定之违约事件，则质权人有权根据本协议以折价购买、指定他人折价购买、拍卖或以变卖质押股权的方式实现其在本协议项下的质权（以下简称“质权”）。
Share Pledge. (Scotland) dated 16 March 2001granted by Telewest Limited in favour of CIBC World Markets PLC as security trustee.
Share Pledge. (a) On the Closing Date, Sellers and Buyer shall enter into a share pledge agreement substantially in the form of Exhibit B (the “Share Pledge Agreement”), which shall have Sellers as the pledgees, establishing pledge over all of the Shares delivered to Buyer on the Closing Date.
(b) On the Closing Date, in accordance with the Share Pledge Agreement, Buyer shall pledge to Sellers all of the Shares purchased by Buyer pursuant to this Agreement, which shall serve as collateral to secure Buyer’s obligation to make the Second Tranche Payment.
(c) Upon satisfaction by Buyer of its obligation to make the Second Tranche Payment, Sellers shall return the Shares to Buyer, and take all steps necessary to terminate the pledge established over the Shares. In the event of the failure by Buyer to make the Second Tranche Payment in full, Sellers shall be entitled to exercise its pledge security interest over the Shares pursuant to the terms of the Share Pledge Agreement.
