Luxembourg Share Pledge definition

Luxembourg Share Pledge means the Luxembourg law governed share pledge agreement between Parent Holdco, as pledgor, in favor of the Collateral Agent, and the Borrower, as company, such pledge being granted over the entire share capital of the Borrower, in substantially the form of Exhibit C to the Security Agreement.
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Luxembourg Share Pledge means any Luxembourg law governed pledge over shares or other Equity Interests by a Borrower Party in favor of the Collateral Agent, for the benefit of the Secured Parties, with respect to the shares or other Equity Interests of any Borrower Party incorporated or organized under the laws of Luxembourg (including the Luxembourg Share Pledge by FPH with respect to the shares of the Borrower), in substantially the form of Exhibit I to the Mortgage.
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Luxembourg Share Pledge means the Luxembourg law second ranking pledge over shares agreement dated on or about the date of this deed made by the Chargor in favour of the Security Agent, and in the presence of the Company and The Bank of New York Mellon as first priority security trustee.
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Examples of Luxembourg Share Pledge in a sentence

  • The Company and each Loan Party hereby agree to take all actions reasonably required by the Administrative Collateral Agent to effect the termination and release of the Existing Luxembourg Share Pledge prior to or substantially simultaneously with the execution of the new Luxembourg law governed share pledge agreements described in the immediately preceding sentence.

  • The Luxembourg Share Pledge Agreement provides for such delegation, failing which the Collateral Agent would not be entitled to file any documents (such as the resolution revoking the managers and appointing new ones) with the RCS.

  • The representations and warranties contained in clause 5.1 are given on the date of this deed and are deemed to be repeated by the Chargor whenever representations and warranties are deemed to be repeated in the Luxembourg Share Pledge (if at all).

  • This Agreement shall not be in any way construed as a license or grant of any right in any of X.X. Xxxxxx’x intellectual property, including without limitation trade names, trade marks, service marks, patents, or patents pending.

  • Luxembourg Share Pledge Agreement over shares in Ortho-Clinical Diagnostics Xxxxx S.à x.

  • In this respect, we refer to clause 15.9 of the Luxembourg Share Pledge Agreement and clause 14.9 of the Luxembourg Account Pledge Agreement.

  • The original register of shareholders of the Company, duly updated in accordance with Clause 3.3.1 to reflect the release and restatement of the Luxembourg Share Pledge pursuant to the Release and Restatement Agreement and the transfer of the Shares from the Seller to the Buyer as at Completion and signed and dated as required.

  • Any disputes in connection with Clause 5 (Security Confirmation – Luxembourg Share Pledge Agreement) of this Amendment Letter shall be subject to the exclusive jurisdiction of the courts of Luxembourg, Grand Duchy of Luxembourg, without prejudice to the rights of the Agent to take legal action before any other court of competent jurisdiction in accordance with the Brussels Ibis Regulation (as defined in the Luxembourg Share Pledge Agreement) or where any asset of the Luxembourg Pledgor is situated.

  • The Luxembourg Pledgor (as defined below), the Luxembourg Borrower and the Agent hereby agree to confirm the legality, validity, binding effect and enforceability of the Luxembourg Share Pledge Agreement (as defined below) and the Pledge (as defined in the Luxembourg Share Pledge Agreement) in accordance with the following terms.

  • Luxembourg) Share Pledge Agreement” means the Luxembourg law governed share pledge agreement entered into between the EUSA Pharma International Limited, the Collateral Agent and EUSA Pharma (Luxembourg) S.à r.l.


More Definitions of Luxembourg Share Pledge

Luxembourg Share Pledge means the pledge over the Shares in the Company
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Related to Luxembourg Share Pledge

  • Share Pledge means, in relation to the Borrower and each Vessel Owner, each first priority charge, pledge or mortgage or equivalent over the shares in the Borrower or Vessel Owner (as the case may be) to be given by: (a) in the case of the Borrower, the Guarantor; and (b) in the case of each Vessel Owner, the Borrower, in each case in favor of and in form and substance satisfactory to the Security Trustee and “Share Pledges” means all such share pledges.

  • Share Pledge Agreement has the meaning given such term in the definition of Collateral and Guaranty Requirements.

  • Shares Pledge means the first priority pledge of the shares of and in each Borrower to be executed by the Shareholder in favour of the Security Trustee in such form as the Agent and the Majority Lenders may require in their sole discretion and in the plural means both of them;

  • Luxco is defined in the Preamble.

  • Holdings Pledge Agreement means the Pledge Agreement of even date herewith executed by Holdings in favor of Agent, on behalf of itself and Lenders, pledging all Stock of Borrower.

  • Equity Pledge Agreement means the Equity Pledge Agreement dated as of the Issue Date, between the Equity Pledge Guarantors and the Collateral Agent, as amended, restated, modified, supplemented, extended or replaced from time to time.

  • Foreign Pledge Agreements means each pledge agreement, charge or collateral security instrument creating a security interest in the Capital Stock of the Foreign Subsidiary Borrowers and certain other first-tier Foreign Subsidiaries of the Company, in each case, in form and substance reasonably satisfactory to the Administrative Agent, as such agreements may be amended, supplemented or otherwise modified from time to time.

  • Foreign Pledge Agreement means a pledge or charge agreement granting a Lien on Equity Interests in a Foreign Subsidiary to secure the Obligations, governed by the law of the jurisdiction of organization of such Foreign Subsidiary and in form and substance reasonably satisfactory to the Administrative Agent.

  • Stock Pledge Agreements means each Stock Pledge Agreement of the Borrower and any of its Subsidiaries in substantially the form of Exhibit 4.1B, as amended, restated or supplemented from time to time.

  • Company Pledge Agreement means the Company Pledge Agreement executed and delivered by Company on the Closing Date, substantially in the form of Exhibit ------- XIII annexed hereto, as such Company Pledge Agreement may thereafter be amended, ---- supplemented or otherwise modified from time to time.

  • Equity Share Capital means the total issued and paid-up equity share capital of the Company, calculated on a Fully Diluted Basis.

  • Stock Pledge Agreement means a stock pledge agreement, in form and substance satisfactory to Agent, executed and delivered by each Borrower that owns Stock of a Subsidiary of Parent.

  • U.S. Pledge Agreement means the pledge agreement substantially in the form of Exhibit 1.01C (it being understood that the pledgors party thereto and schedules thereto shall be reasonably satisfactory to the Administrative Agent), given by the Domestic Credit Parties, as pledgors, to the Collateral Agent to secure the Obligations, and any other pledge agreements that may be given by any Person pursuant to the terms hereof, in each case as the same may be amended and modified from time to time.

  • BVI means the British Virgin Islands.

  • Subco means 0961994 B.C. Ltd., a company existing under the laws of the Province of British Columbia;

  • Dutch Security Documents means the Dutch Security Agreements, the Dutch Share Pledges, and each other agreement, document or instrument executed by any Loan Party governed by Dutch law which provides for a Lien in favor of the Agent as security for any of the Obligations.

  • Voting Share Capital means the total voting equity share capital of the Target Company on a fully diluted basis as of the tenth (10th) working day from the closure of the Tendering Period (as defined below) of the Open Offer; and

  • Pledge Holder The entity which issued a Letter of Credit.

  • Canadian Pledge Agreement means a pledge agreement in a form to be agreed upon, and to be executed in favor of the Canadian Administrative Agent, for the benefit of the holders of the Canadian Borrower Obligations, by the Canadian Borrower and each Canadian Guarantor, as amended or modified from time to time in accordance with the terms hereof.

  • Domestic entity means an entity whose internal affairs are governed by the law of this state.

  • Share Call Event means each of the following events:

  • Parent Pledge Agreement means the parent pledge agreement dated as of the Effective Date executed in favor of the Administrative Agent, for the benefit of the Secured Parties, by the Borrower, as amended or modified from time to time in accordance with the terms hereof.

  • Wholly-Owned Foreign Subsidiary means, as to any Person, any Wholly-Owned Subsidiary of such Person which is a Foreign Subsidiary.

  • Bidco means a business and industrial development company licensed under this act. The term includes a business development enterprise.

  • Initial Pledged Shares means, collectively, with respect to each Pledgor, the issued and outstanding shares of capital stock of each issuer described in Schedule 11 annexed to the Perfection Certificate together with all rights, privileges, authority and powers of such Pledgor relating to such interests in each such issuer or under any Organizational Document of each such issuer, and the certificates, instruments and agreements representing such shares of capital stock and any and all interest of such Pledgor in the entries on the books of any financial intermediary pertaining to the Initial Pledged Shares.

  • Domestic Company means a company incorporated or organized under the laws of this