Stock Pledge Agreements. The several Stock Pledge Agreements, dated or to ----------------------- be dated on or prior to the Closing Date, between the Borrower and the Guarantors and the Agent, and in form and substance satisfactory to the Banks and the Agent.
Stock Pledge Agreements. The U.S. Stock Pledge Agreement and the Sintel Stock Pledge Agreement. Subordinated Debt. Indebtedness incurred by the Parent which has been subordinated to the Obligations; provided that (a) at the time such Subordinated Debt is incurred, no Default or Event of Default has occurred or would occur (including under ss.8.1 hereof) as a result of such incurrence, and the Parent shall have provided the Banks with a calculation of the Leverage Ratios required by ss.8.1 hereof showing compliance therewith on a pro forma basis taking into account the incurrence of such Subordinated Debt, and (b) the documentation evidencing such Subordinated Debt shall have been delivered to the Agent and shall contain all of the following characteristics: (i) it shall be unsecured, (ii) it shall bear a market rate of interest, (iii) it shall have an average weighted maturity of at least seven (7) years, (iv) it shall not require principal repayments thereof prior to the Maturity Date, (v) it shall have financial covenants (including covenants relating to incurrence of indebtedness) which are meaningfully less restrictive than those set forth herein, (vi) it shall have no restrictions on the Parent's or any of its Subsidiaries' ability to grant liens securing indebtedness ranking senior to such Subordinated Debt, (vii) it shall permit the incurrence of senior indebtedness under this Credit Agreement (and under any refinancings hereof) in a principal amount at least equal to the Total Commitment hereunder at the time of incurrence of such Subordinated Debt minus any mandatory or optional reductions thereof plus $25,000,000, (viii) it may be cross-accelerated with the Obligations and other senior indebtedness of the Borrowers (but shall not be cross-defaulted except for payment defaults which the senior lenders have not waived) and may be accelerated upon bankruptcy, (ix) it shall provide that (A) upon any payment or distribution of the assets of the Parent or its Subsidiaries (including after the commencement of a bankruptcy proceeding) of any kind or character, all of the Obligations (including interest accruing after the commencement of any bankruptcy proceeding at the rate specified for the applicable Obligation, whether or not such interest is an allowable claim in any such proceeding) shall be paid in full prior to any payment being received by the holders of the Subordinated Debt and (B) until all of the Obligations (including the interest described in subclause (A) above) a...
Stock Pledge Agreements. As security for the payment of the Notes and for the performance of, and compliance with all of the terms, covenants, conditions, stipulations and agreements contained in this Agreement, the Notes and the other Loan Documents, the relevant Borrowers, by separate Stock Pledge Agreements each in the form attached hereto as Exhibit F and incorporated herein by this reference (individually, a “Stock Pledge Agreement” and collectively, the “Stock Pledge Agreements”) and by other instruments contemplated thereby, shall, as provided in the Stock Pledge Agreements, grant to the Lender a security interest in all of the shares of capital stock of each of the Company’s Subsidiaries owned by the respective Borrower (including, without limitation, CMI, CHSI, MNRMI, CMIMC, CVI, CDSC, Xxxxxx Risk and Octagon) and pledge and assign to the Lender all of the stock certificates evidencing such shares. Notwithstanding the foregoing, the Stock Pledge Agreement relating to the Octagon Shares shall be modified as appropriate to reflect that it does not amend or restate any prior agreement.
Stock Pledge Agreements. Section 4.1(m). Subordinated Indebtedness - All indebtedness which is subordinate in all respects to the Obligations pursuant to a subordination agreement acceptable to Agent in its sole discretion. Subordination Agreement - Section 4.1(n). Subsidiary - Any corporation more than fifty percent (50%) of whose voting stock is legally and beneficially owned by Borrower or owned by a corporation more than fifty percent (50%) of whose voting stock is legally and beneficially owned by Borrower. SuperMajority Lenders - At any time, Lenders holding Pro Rata Percentages aggregating at least sixty-six and two-thirds (66-2/3%) percent of the aggregate amount outstanding under the Credit Facility at such time; provided, however, that if there is no outstanding amount under the Credit Facility, the SuperMajority Lenders shall be determined by those Lenders holding sixty-six and two-thirds (66-2/3%) percent of the Maximum Credit Limit.
Stock Pledge Agreements. Within sixty (60) days after the ------------------------ Closing Date, Borrower shall deliver to Lender duly executed stock pledge agreements in favor of Lender that reflect the pledge by Borrower of sixty-five percent (65%) of the voting stock of Concurrent Computer Holding Company Ltd., Concurrent Computer GmbH, Concurrent Computer France S.A., Concurrent Computer Corporation Pty Ltd. and Concurrent Nippon Corporation, together with original stock certificates, if any, and duly executed stock powers executed in blank.
Stock Pledge Agreements. The several Stock Pledge Agreements, each dated as of November 27, 2002, between (a) the Borrower and the Administrative Agent, and (b) Whiteshirts Management and the Administrative Agent, in each case as previously amended and as amended by the Omnibus Amendment and Reaffirmation Agreement.
Stock Pledge Agreements. The several Stock Pledge Agreements between the Parent and/or certain of its Subsidiaries and the Agent in form and substance satisfactory to the Agent, as amended and in effect from time to time, pursuant to which 100% of the capital stock of each such Subsidiary of the Parent is pledged to the Agent for the benefit of the Banks.
Stock Pledge Agreements. The duly executed Stock Pledge Agreements from the Borrower, Palex Container Systems, Inc., Acme Barrel Company, Inc. and Environmental Recyclers of Colorado, Inc. in substantially the form of Exhibit 4.1B, together with all of the pledged securities referred to in the Stock Pledge Agreements as required to be delivered to effectuate and perfect such stock pledges, accompanied by executed and undated stock powers;
Stock Pledge Agreements. The stockholders of the Credit Parties (other than the stockholders of Horsehead Intermediary) each shall have executed and delivered to the Agent, for the benefit of the Lenders, a Stock Pledge Agreement covering all capital stock in each Credit Party (other than Horsehead Intermediary), together with all stock certificates and duly executed stock powers (undated and in-blank) with respect thereto.
Stock Pledge Agreements collectively, (i) the Stock Pledge Agreement among the US Loan Parties and the Administrative Agent, and (ii) the Pledge Agreement among the Canadian Loan Parties and the Administrative Agent. Subordinated Debt – collectively, the Management Debt, the Quebec Subordinated Debt, the Montrovest Debt, the Xxxxxxx Debt and any Additional Subordinated Debt. Subordination Agreements – collectively, the Management Subordination Agreement, the Rolex USA Subordination Agreement, the Rolex Canada Subordination Agreement, the Quebec Subordination Agreements, the Montrovest Subordination Agreement, the Xxxxxxx Subordination Agreement and any other subordination agreement entered into by or among any Loan Party, any subordinated creditor and the Administrative Agent in form, scope and substance satisfactory to the Agents, in each case as amended, restated, supplemented or otherwise modified with the consent of the Agents. Subsidiary – of a Person means a corporation, partnership, joint venture, limited or unlimited liability company or other business entity of which a majority of the shares of securities or other interests having ordinary voting power for the election of directors or other governing body (other than securities or interests having such power only by reason of the happening of a contingency) are at the time beneficially owned, or the management of which is otherwise controlled, directly, or indirectly through one or more intermediaries, or both, by such Person. Unless otherwise specified, all references herein to a “Subsidiary” or to “Subsidiaries” shall refer to any Subsidiary or Subsidiaries of any Borrower. None of the Excluded Subsidiaries shall be a “Subsidiary” for purposes hereof. Supporting Obligation – as defined in the UCC. Taxes – any taxes, levies, imposts, duties, fees, assessments, deductions, withholdings (including backup withholdings) or other charges of whatever nature, including income, receipts, excise, property, sales, harmonized sales, goods and services, use, transfer, license, payroll, withholding, social security, franchise, intangibles, mortgage, documentary, stamp or recording taxes imposed by any Governmental Authority, and all interest, penalties and similar liabilities relating thereto. For greater certainty, but without limiting the foregoing, Taxes shall also include all Taxes imposed pursuant to Part XIII of the ITA or any successor provisions thereto. Term Loan – as defined in Section 2.1.1. Term Loan Borrowing Capacity –...
