Eligible Pledged Shares means the Pledged Shares (a) held in a Collateral Account subject to a valid and perfected First Priority Lien in favor of an Applicable Lender, created under the Collateral Documents, (b) which are in book-entry format, (c) which are listed for trading on a Designated Exchange, (d) which are not subject to Transfer Restrictions (other than the Permissible Transfer Restrictions) and (e) the aggregate number of which does not exceed the Maximum Share Number for such Shares at any time.
Eligible Pledged Shares means the Pledged Shares (a) held in a Collateral Account subject to a valid and perfected First Priority Lien in favor of an Applicable Lender, created under the Collateral Documents, (b) which are registered in the name of DTC or its nominee, maintained in the form of book-entry on the books of DTC, allowed to be settled through DTC’s regular book-entry settlement services and identified by an unrestricted CUSIP, (c) which are listed for trading on a Designated Exchange and (d) which are not subject to Transfer Restrictions (whether in the hands of the Borrower or any Lender or Agent exercising its rights with respect thereto under the Loan Documents), other than the Permissible Transfer Restrictions and Transfer Restrictions of the type described in clause (j) of the definition of Potential Adjustment Event. For the avoidance of any doubt, no Initial Pledged Shares that are pledged or deposited in a Collateral Account after the Closing Date shall constitute Eligible Pledged Shares and any Pledged Share terminated or released from any Collateral Account shall cease to constitute an Eligible Pledged Share immediately after such termination or release (except to the extent such termination or release was in accordance with Section 2.14).
Eligible Pledged Shares means the Pledged Shares to the extent such Pledged Shares (a) are Eligible Collateral, (b) are (i) registered in the name of The Depository Trust Company’s nominee, (ii) maintained in the form of book entries on the books of The Depository Trust Company and (iii) allowed to be settled through The Depository Trust Company’s regular book-entry settlement services, (c) are not subject to any Transfer Restrictions (other than the Existing Transfer Restrictions), (d) have been duly authorized and validly issued and are fully paid and non-assessable, and (e) are not subject to any shareholders agreement, investor rights agreements, lock up agreement, or any other similar agreements or any voting or other contractual restrictions except for (x) the Purchase Agreement, (y) the Stockholders Agreement and (z) the Amended and Restated Limited Partnership Agreement of Borrower, in each case of (y) or (z), substantially in the form reviewed by the Administrative Agent and, in each case of (x), (y) or (z), without giving effect to any amendment thereto or waiver thereunder following the date thereof.
Examples of Eligible Pledged Shares in a sentence
The Borrower understands that upon the occurrence of an Event of Default and the exercise of remedies pursuant to the Security Agreement, (a) a commercially reasonable bulk sale of the Eligible Pledged Shares may occur which may result in a substantially discounted realization value with respect to the Eligible Pledged Shares compared to the then current market price and (b) a commercially reasonable private sale of the Eligible Pledged Shares may occur which may result in less proceeds than a public sale.
No later than 4:00 p.m. on the earlier to occur of the (i) third Business Day after delivery of such notice and (ii) the date of such distribution, the Borrower shall cause Cash, Cash Equivalents and/or Shares that will constitute Eligible Cash Collateral and/or Eligible Pledged Shares, as applicable, upon such delivery, to be delivered to the Collateral Account of each Applicable Lender in accordance with Section 3 of the Security Agreement, in an amount equal to the LTV Event Amount.
No later than 4:00 p.m., New York City time, on the earlier to occur of the (i) third Business Day after delivery of such notice and (ii) the date of such distribution, the Borrower shall cause Eligible Cash Collateral or Eligible Pledged Shares to be delivered to the Secured Parties in accordance with Section 3 of the Security Agreement, in an amount equal to the LTV Event Amount.
The Borrower understands that upon the occurrence of an Event of Default and the exercise of remedies pursuant to the Security Agreement, (a) a bulk sale of the Eligible Pledged Shares may occur which may result in a substantially discounted realization value with respect to the Eligible Pledged Shares compared to the then current market price and (b) a private sale of the Eligible Pledged Shares may occur which may result in less proceeds than a public sale.
The Borrower shall not, directly or indirectly, make or own any Investment in any Person other than the Eligible Pledged Shares (or any dividends or distributions thereon), cash permitted to be pledged as Collateral hereunder and other Common Units (or any dividends or distributions thereon).
More Definitions of Eligible Pledged Shares
Eligible Pledged Shares means the Pledged Shares (i) held in the Collateral Accounts subject to a valid and perfected First Priority Lien, created under the Collateral Documents, in favor of the Secured Parties, (ii) which are in book-entry format and are listed for trading on a Designated Exchange and (iii) are not subject to Transfer Restrictions (other than the Permissible Transfer Restrictions); provided that the aggregate number of Common Shares that are pledged as Collateral hereunder shall not exceed the Maximum Share Number at any one time.
Eligible Pledged Shares means the Pledged Shares (a) over which the Secured Parties have a valid and perfected First Priority Lien, created under the Collateral Documents, (b) which are (i) in the case of the CTY Shares, in book-entry format, (ii) in the case of the FCR Shares, in book-entry format or (iii) in the case of the Regency Shares, registered in the name of DTC or its nominee, maintained in the form of book entries on the books of DTC with an unrestricted CUSIP number, and allowed to be settled through DTC’s regular book-entry settlement services, free of restrictive legends, stop transfer limitations and/or notations thereon, and (c) which are not subject to Transfer Restrictions (other than, in the case of the Regency Shares, the Existing Regency Transfer Restrictions and, in the case of the FCR Shares, the Existing FCR Transfer Restrictions); provided that, in no event will the number of Regency Shares, FCR Shares or CTY Shares included in the Eligible Pledged Shares exceed the relevant Maximum Number of Pledged Shares.
Eligible Pledged Shares means the Pledged Shares (a) held in a Collateral Account subject to a valid and perfected first priority Lien in favor of an Applicable Lender, created under the Collateral Documents, (b) which are in book-entry format, (c) which are listed for trading on a Designated Exchange,(d) which are not subject to Transfer Restrictions (other than the Permissible Transfer Restrictions) and (e) the aggregate number of which does not exceed the Maximum Share Number for such Shares at any time.
Eligible Pledged Shares means the Pledged Shares (a) held in a Collateral Account subject to a valid and perfected first priority Lien in favor of an Applicable Lender, created under the Collateral Documents, (b) which are in book-entry format, (c) which are listed for trading on a Designated Exchange, (d) which are not subject to Transfer Restrictions (other than the Permissible Transfer Restrictions) and (e) the aggregate number of which does not exceed the Maximum Share Number for such Shares at any time; provided, that any Additional Restricted CHTR Shares that are Pledged Shares shall only constitute Eligible Pledged Shares from and after the relevant Crediting Date (subject to such Additional Restricted CHTR Shares satisfying the requirements for Eligible Pledged Shares set forth in this definition at each relevant time). In the event the Lien and security interest of an Applicable Lender in any Pledged Share shall be terminated and/or otherwise released, then such Pledged Share shall cease to constitute an Eligible Pledged Share immediately upon such termination and release unless and until such later date as such Share constitutes an Eligible Pledged Share in accordance with this Agreement .
Eligible Pledged Shares means the Pledged Shares (a) held in a Collateral Account subject to a valid and perfected first priority Lien in favor of an Applicable Lender, created under the Collateral Documents, (b) which are in book-entry format, (c) which are listed for trading on a
Eligible Pledged Shares means the Pledged Shares (i) held in the Collateral Accounts subject to a valid and perfected First Priority Lien, created under the Collateral Documents, in favor of an Applicable Lender, (ii) which are in book-entry format and are listed for trading on a Designated Exchange and (iii) are not subject to Transfer Restrictions (other than the Permissible Transfer Restrictions); provided that (a) the aggregate number of TWC Shares that are pledged as Collateral hereunder shall not exceed the Maximum TWC Share Number at any one time, and (b) the aggregate number of CHTR Shares (and, after the consummation of the transactions contemplated by the Charter TWC Merger Agreement, the CCH Shares) that are pledged as Collateral hereunder shall not exceed the Maximum CHTR Share Number at any one time; provided, further, that if an Issuer Event with respect to the TWC Issuer or the TWC Shares shall have occurred, the TWC Shares shall no longer constitute “Eligible Pledged Shares” hereunder, but for the avoidance of doubt, any CCH Shares received in respect of such TWC Shares (after giving effect to the Charter TWC Mergers) shall constitute Eligible Pledged Shares to the extent credited to the Collateral Accounts of each Applicable Lender in accordance with their Ratable Shares of such CCH Shares.
Eligible Pledged Shares means the Pledged Shares (a) over which the Collateral Agent, for the benefit of the Agents and the Lenders, has a valid and perfected First Priority Lien, created under the Collateral Documents, and that satisfy the applicable Collateral Requirements; (b) which are (x) registered in the name of The Depository Trust Company’s nominee, (y) maintained in the form of book entries on the books of The Depository Trust Company and (z) allowed to be settled through The Depository Trust Company’s regular book-entry settlement services; and (c) not subject to Transfer Restrictions (other than the Existing Transfer Restrictions); provided that, (i) in no event will the number of Eligible Pledged Shares exceed the number of Shares specified in the Letter Agreement, (ii) solely in the case of the Existing Convertible Collateral Shares constituting Pledged Shares, such Existing Convertible Collateral Shares will not be required to satisfy the requirements of clause (b) above prior to the date ten (10) Business Days immediately following the Closing Date and (iii) solely in the case of the IDR Reset Shares constituting Pledged Shares, such IDR Reset Shares will not be required to satisfy the requirements of clause (b) above prior to the date ten (10) Business Days immediately following April 19, 2017.