Subsequently Acquired Pledged Collateral. If at any time or from time to time after the date hereof during the term of this Agreement, the Pledgor shall acquire any additional Pledged Interests, including any further stock or equity in each of Viskase Films and WSC (whether by purchase, dividend, merger, consolidation, sale of assets, split, spin-off, or any other dividend or distribution of any kind or otherwise), if the Intercreditor Agreement is in effect at such time, then the Pledgor will forthwith pledge and, if applicable, deposit such additional Pledged Collateral with the Collateral Agent, for the benefit of the Pledgee and the Collateral Agent in accordance with the terms of the Intercreditor Agreement and deliver to the Collateral Agent, for the benefit of the Pledgee and the Collateral Agent in accordance with the terms of the Intercreditor Agreement, certificates or instruments therefor, endorsed in blank by the Pledgor or accompanied by "stock powers" or an Assignment Separate From Certificate duly executed in blank by the Pledgor, and will promptly thereafter deliver to the Collateral Agent, for the benefit of the Pledgee and the Collateral Agent in accordance with the terms of the Intercreditor Agreement, a certificate (which shall be deemed to supplement Annex A attached hereto) executed by the Pledgor describing such Pledged Collateral and the other Pledged Collateral pledged to the Pledgee, and certifying that the same have been duly pledged with the Pledgee hereunder. If the Intercreditor Agreement is not in effect at such time, then the Pledgor will make such deposits directly to the Pledgee. Whether or not such additional Pledged Collateral is evidenced by certificates, the Pledgor shall permit the Pledgee to file a Code Financing Statement naming the Pledgor as debtor and the Pledgee as secured party with respect to the additional Collateral with the Delaware Secretary of State, in form and substance satisfactory to the Pledgee in its sole and absolute determination, and without the requirement of the Pledgor's signature.
Appears in 2 contracts
Samples: Pledge Agreement (Viskase Companies Inc), Pledge Agreement (Viskase Companies Inc)
Subsequently Acquired Pledged Collateral. If at any time or from time to time after the date hereof during the term of this Agreement, the Pledgor shall acquire any additional Pledged Interests, including any further stock stock, or equity in each of Viskase Films and WSC Issuer (whether by purchase, dividend, merger, consolidation, sale of assets, split, spin-off, or any other dividend or distribution of any kind or otherwise) (collectively, the "Future Rights") (provided, however, that Future Rights under the preceding clause shall exclude any Future Rights to the extent and only to the extent that their inclusion would cause the number of Equity Interests pledged hereunder to exceed the Designated Number after giving effect to the issuance of such Future Rights and any related issuances), if . If the Intercreditor Agreement is in effect at such time, then the Pledgor will forthwith pledge and, if applicable, deposit such additional Pledged Collateral with the Collateral Agent, for the benefit of the Pledgee and the Collateral Agent in accordance with the terms of the Intercreditor Agreement and deliver to the Collateral Agent, for the benefit of the Pledgee and the Collateral Agent in accordance with the terms of the Intercreditor Agreement, certificates or instruments therefor, endorsed in blank by the Pledgor or accompanied by "stock powers" or an Assignment Separate From Certificate duly executed in blank by the Pledgor, and will promptly thereafter deliver to the Collateral Agent, for the benefit of the Pledgee and the Collateral Agent in accordance with the terms of the Intercreditor Agreement, a certificate (which shall be deemed to supplement Annex A attached hereto) executed by the Pledgor describing such Pledged Collateral and the other Pledged Collateral pledged to the Pledgee, and certifying that the same have been duly pledged with the Pledgee hereunder. If the Intercreditor Agreement is not in effect at such time, then the Pledgor will make such deposits directly to the Pledgee. Whether or not such additional Pledged Collateral is evidenced by certificates, the Pledgor shall permit the Pledgee to file a Code Financing Statement naming the Pledgor as debtor and the Pledgee as secured party with respect to the additional Collateral with the Delaware Secretary of State, in form and substance satisfactory to the Pledgee in its sole and absolute determination, and without the requirement of the Pledgor's signature.
Appears in 2 contracts
Samples: Pledge Agreement (Viskase Companies Inc), Pledge Agreement (Viskase Companies Inc)
Subsequently Acquired Pledged Collateral. (i) If at any time or from time to time after the date hereof during the term of this Agreement, the any Pledgor shall acquire any additional Pledged Interests, including any further stock stock, or equity in each of Viskase Films and WSC Issuer (whether by purchase, dividend, merger, consolidation, sale of assets, split, spin-off, or any other dividend or distribution of any kind or otherwise) (collectively, the "Future Rights") (provided, however, that Future Rights under this clause shall exclude any Future Rights to the extent and only to the extent that (i) their inclusion would cause the number of shares or units, as the case may be, of Capital Stock pledged hereunder to exceed the Designated Number or (ii) such Future Rights would constitute Excluded Capital Stock, in each case, after giving effect to the issuance of such Future Rights and any related issuances), if the Intercreditor Agreement is in effect at such time, then the .
(ii) Such Pledgor will forthwith pledge and, if applicable, deposit such additional Pledged Collateral with the Collateral AgentPledgee, for the benefit of itself, the Pledgee other Secured Parties and the Collateral Administrative Agent in accordance with the terms of the Intercreditor Agreement and deliver to the Collateral AgentPledgee, for the benefit of itself, the Pledgee other Secured Parties and the Collateral Administrative Agent in accordance with the terms of the Intercreditor Agreement, certificates or instruments therefor, endorsed in blank by the such Pledgor or accompanied by "undated stock powers" powers or an Assignment Separate From Certificate instruments of transfer, in each case, duly executed in blank by the such Pledgor, and will promptly thereafter deliver to the Collateral AgentPledgee, for the benefit of itself, the Pledgee other Secured Parties and the Collateral Administrative Agent in accordance with the terms of the Intercreditor Agreement, a certificate (which shall be deemed to supplement Annex A attached heretohereto of such Pledgor) executed by the such Pledgor describing such Pledged Collateral and the other Pledged Collateral pledged to the Pledgee, and certifying that the same have been duly pledged with the Pledgee hereunder. If any Capital Stock does not constitute any such additional Pledged Collateral but instead constitutes Excluded Capital Stock that is evidenced by certificates, then such Pledgor shall concurrently promptly thereafter deposit with the Pledgee, (x) for the benefit of the Administrative Agent (and not any Secured Party), in accordance with the terms of the Intercreditor Agreement is not and (y) on behalf of such Pledgor, such Excluded Capital Stock owned by such Pledgor on the date hereof and the certificates representing such Excluded Capital Stock endorsed in effect at blank by such timePledgor or accompanied by undated stock powers or instruments of transfer, then in each case, duly executed in blank by such Pledgor. For the Pledgor will make avoidance of doubt, if any certificate or instrument representing any such deposits directly additional Pledged Collateral also represents any Excluded Capital Stock, the Lien created hereunder shall only attach to the Pledgee. Capital Stock evidenced thereby to the extent such Capital Stock does not constitute Excluded Capital Stock.
(iii) Whether or not such additional Pledged Collateral is evidenced by certificates, the such Pledgor shall permit shall, and hereby authorizes the Pledgee to to, file a Code Financing Statement naming the such Pledgor as debtor and the Pledgee as secured party with respect to the additional Collateral with in the Delaware Secretary of State, applicable filing office and in such form and containing such substance satisfactory as may be necessary to perfect the security interest of the Pledgee in its sole and absolute determinationthe additional Collateral by the filing of a Code Financing Statement; provided, and without however, that no such authorization shall obligate the requirement of the Pledgor's signaturePledgee to make any such filing.
Appears in 2 contracts
Samples: Pledge Agreement (Viskase Companies Inc), Pledge Agreement (Viskase Companies Inc)
Subsequently Acquired Pledged Collateral. If at any time or from time to time after the date hereof during the term of this Agreement, the any Pledgor shall acquire any additional Pledged Interests, including any further stock stock, or equity in each of Viskase Films and WSC Issuer (whether by purchase, dividend, merger, consolidation, sale of assets, split, spin-off, or any other dividend or distribution of any kind or otherwise)) (collectively, if the Intercreditor Agreement is in effect at "FUTURE RIGHTS"):
(i) such time, then the Pledgor will forthwith pledge and, if applicable, deposit such additional Pledged Collateral with the Collateral AgentPledgee, for the benefit of the Pledgee itself and the Collateral Agent in accordance with the terms of the Intercreditor Agreement other Secured Parties and deliver to the Collateral Agent, Pledgee for the benefit of the Pledgee itself and the Collateral Agent in accordance with the terms of the Intercreditor Agreementother Secured Parties, certificates or instruments therefor, endorsed in blank by the such Pledgor or accompanied by "undated stock powers" powers or an Assignment Separate From Certificate instruments of transfer, in each case, duly executed in blank by the such Pledgor, and will promptly thereafter deliver to the Collateral AgentPledgee, for the benefit of the Pledgee itself and the Collateral Agent in accordance with the terms of the Intercreditor Agreementother Secured Parties, a certificate (which shall be deemed to supplement Annex ANNEX A attached heretohereto of such Pledgor) executed by the such Pledgor describing such Pledged Collateral and the other Pledged Collateral pledged to the Pledgee, and certifying that the same have been duly pledged with the Pledgee hereunder. If the Intercreditor Agreement is not in effect at such time, then the Pledgor will make such deposits directly to the Pledgee. Whether ; and
(ii) whether or not such additional Pledged Collateral is evidenced by certificates, the such Pledgor shall permit shall, and hereby authorizes the Pledgee to to, file a Code Financing Statement UCC financing statement naming the such Pledgor as debtor and the Pledgee as secured party with respect to the additional Collateral with in the Delaware Secretary of State, applicable filing office and in such form and containing such substance satisfactory as may be necessary to perfect the security interest of the Pledgee in its sole and absolute determinationthe additional Collateral by the filing of a UCC financing statement; provided, and without however, that no such authorization shall obligate the requirement of the Pledgor's signaturePledgee to make any such filing.
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Subsequently Acquired Pledged Collateral. If at any time or from time to time after the date hereof during the term of this Agreement, the Pledgor shall acquire any additional Pledged InterestsCollateral, including any further stock or equity in each of Viskase Films and WSC the Issuers (whether by purchase, dividend, merger, consolidation, sale of assets, split, spin-off, or any other dividend or distribution of any kind or otherwise), if the Intercreditor Agreement is in effect at such time, then the Pledgor will forthwith pledge and, if applicable, deposit such additional Pledged Collateral with the Collateral Agent, for the benefit of the Pledgee and the Collateral Agent in accordance with the terms of the Intercreditor Agreement and deliver to the Collateral Agent, for the benefit of the Pledgee and the Collateral Agent in accordance with the terms of the Intercreditor Agreement, certificates or instruments therefor, endorsed in blank by the Pledgor or accompanied by "stock powers" or an Assignment Separate From Certificate duly executed in blank by the Pledgor, and will promptly thereafter deliver to the Collateral Agent, for the benefit of the Pledgee and the Collateral Agent in accordance with the terms of the Intercreditor Agreement, a certificate (which shall be deemed to supplement Annex A attached hereto) executed by the Pledgor describing such Pledged Collateral and the other Pledged Collateral pledged to the Pledgee, and certifying that the same have been duly pledged with the Pledgee hereunder. If the Intercreditor Agreement is not in effect at such time, then the Pledgor will make such deposits directly to the Pledgee. Whether or not such additional Pledged Collateral is evidenced by certificates, the Pledgor shall permit the Pledgee to file a Code UCC Financing Statement naming the Pledgor as debtor and the Pledgee as secured party with respect to the additional Collateral with the Delaware Secretary of State, in form and substance satisfactory to the Pledgee in its sole and absolute determination, and without the requirement of the Pledgor's signature.
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