Common use of Acknowledgements of Parties Clause in Contracts

Acknowledgements of Parties. (a) If Pledgor shall, as a result of its ownership of the Equity Interests, become entitled to receive or shall receive any limited liability company certificate or partnership certificate (including any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any shares of the Equity Interests, or otherwise in respect thereof, Pledgor shall accept the same as the Collateral Agent’s agent, hold the same in trust for the Collateral Agent and deliver the same forthwith to the Collateral Agent in the exact form received, duly endorsed by Pledgor to the Collateral Agent, together with an undated limited liability company or partnership interest power, as applicable, covering such certificate duly executed in blank, to be held by the Collateral Agent hereunder as additional security for the Obligations. Any sums paid upon or in respect of the Equity Interests upon the liquidation or dissolution of Issuer shall be paid over to the Collateral Agent to be held by it hereunder as additional security for the Obligations, and in case any distribution of capital shall be made on or in respect of the Equity Interests or any property shall be distributed upon or with respect to the Equity Interests pursuant to the recapitalization or reclassification of the capital of Issuer or pursuant to the reorganization thereof, the property so distributed shall be delivered to the Collateral Agent to be held by it, subject to the terms hereof, as additional security for the Obligations. If any sums of money or property so paid or distributed in respect of the Equity Interests shall be received by Pledgor, Pledgor shall deliver the same to the Collateral Agent and, until such money or property is paid or delivered to the Collateral Agent, hold such money or property in trust for the Collateral Agent, segregated from other funds of Pledgor, as additional security for the Obligations.

Appears in 2 contracts

Samples: Pledge and Security Agreement (Sotherly Hotels Lp), Note Purchase Agreement (Sotherly Hotels Lp)

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Acknowledgements of Parties. (a) If Pledgor shall, as a result of its ownership of the Equity Pledged Interests, become entitled to receive or shall receive any limited liability company certificate new or partnership additional membership or stock certificate (including including, without limitation, any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any shares of the Equity Pledged Interests, or otherwise in respect thereof, Pledgor shall accept the same as the Collateral AgentXxxxxx’s agent, hold the same in trust for the Collateral Agent Xxxxxx and promptly deliver the same forthwith to the Collateral Agent Lender in the exact form received, duly endorsed by Pledgor to the Collateral AgentLender, if required, together with an undated limited liability company or partnership regular membership interest power, as applicable, power covering such certificate duly executed in blankblank and with, if Lender so requests, signature guaranteed, to be held by the Collateral Agent Lender hereunder as additional security for the Obligationsobligations. Any Until the obligations are indefeasibly paid and performed in full, any sums paid to Pledgor upon or in respect of the Equity Pledged Interests upon the liquidation or dissolution of Issuer the Pledged Entities shall be paid over to the Collateral Agent Lender to be held by it hereunder as additional security for the Obligations, and in case any distribution of capital shall be made on or in respect of the Equity Pledged Interests or any property shall be distributed upon or with respect to the Equity Pledged Interests pursuant to the recapitalization or reclassification of the capital of Issuer Borrower or pursuant to the reorganization thereof, the property so distributed shall be delivered to the Collateral Agent Lender to be held by it, subject to the terms hereof, as additional security for the Obligations. If any sums of money or property so paid or distributed in respect of the Equity Pledged Interests shall be received by Pledgor, Pledgor shall deliver the same to the Collateral Agent andshall, until such money or property is paid or delivered to the Collateral AgentLender, hold such money or property in trust for the Collateral AgentLender, segregated from other funds of Pledgor, as additional security for the Obligations.

Appears in 2 contracts

Samples: Pledge and Security Agreement Loan # (Heritage Global Inc.), Pledge and Security Agreement Loan # (Heritage Global Inc.)

Acknowledgements of Parties. (a) If Pledgor shall, as a result of its ownership of the Equity InterestsPledged Securities, become entitled to receive or shall receive any limited liability company certificate or partnership certificate (including including, without limitation, any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any certificates or shares of representing the Equity InterestsPledged Securities, or otherwise in respect thereof, Pledgor shall accept the same as the Collateral Agent’s agent, hold the same in trust for the Collateral Agent Lender and deliver the same forthwith to the Collateral Agent Lender in the exact form received, duly endorsed by Pledgor to the Collateral AgentLender, if required, together with an undated limited liability company or partnership interest power, as applicable, power covering such certificate duly executed in blankblank and with, if Lender so reasonably requests, signature guaranteed, to be held by the Collateral Agent Lender hereunder as additional security for the ObligationsDebt. Any sums paid upon or in respect of the Equity Interests Pledged Securities upon the liquidation or dissolution of Issuer Sixth Mezzanine Borrower shall be paid over to the Collateral Agent Lender to be held by it hereunder as additional security for the ObligationsDebt in accordance with the applicable terms of the Loan Agreement, and in case any distribution of capital shall be made on or in respect of any of the Equity Interests Pledged Securities or any property shall be distributed upon or with respect to any of the Equity Interests Pledged Securities pursuant to the recapitalization or reclassification of the capital of Issuer Sixth Mezzanine Borrower or pursuant to the reorganization thereof, the property so distributed shall be delivered to the Collateral Agent Lender to be held by it, subject to the terms hereof, as additional security for the ObligationsDebt. If any sums of money or property so paid or distributed in respect of the Equity Interests Pledged Securities shall be received by Pledgor, Pledgor shall deliver the same to the Collateral Agent andshall, until such money or property is paid or delivered to the Collateral AgentLender, hold such money or property in trust for the Collateral AgentLender, segregated from other funds of Pledgor, as additional security for the ObligationsDebt.

Appears in 2 contracts

Samples: Pledge and Security Agreement (Hcp, Inc.), Pledge and Security Agreement (Hcp, Inc.)

Acknowledgements of Parties. (a) If Pledgor shall, as a result of its ownership of the Equity Pledged Company Interests, become entitled to receive or shall receive any limited liability company certificate or partnership regular membership certificate (including including, without limitation, any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any shares of the Equity Pledged Company Interests, or otherwise in respect thereof, Pledgor shall accept the same as the Collateral AgentLender’s agent, hold the same in trust for the Collateral Agent Lender and deliver the same forthwith to the Collateral Agent Lender in the exact form received, duly endorsed by Pledgor to the Collateral AgentLender, if required, together with an undated limited liability company or partnership regular membership interest power, as applicable, power covering such certificate duly executed in blankblank and with, if Lender so requests, signature guaranteed, to be held by the Collateral Agent Lender hereunder as additional security for the Guaranteed Obligations. Any sums paid to Pledgor upon or in respect of the Equity Pledged Company Interests upon the liquidation or dissolution of Issuer Borrower shall be paid over to the Collateral Agent Lender to be held by it hereunder as additional security for the Guaranteed Obligations, and in case any distribution of capital shall be made on or in respect of the Equity Pledged Company Interests or any property shall be distributed upon or with respect to the Equity Pledged Company Interests pursuant to the recapitalization or reclassification of the capital of Issuer Borrower or pursuant to the reorganization thereof, the property so distributed shall be delivered to the Collateral Agent Lender to be held by it, subject to the terms hereof, as additional security for the Guaranteed Obligations. If any sums of money or property so paid or distributed in respect of the Equity Pledged Company Interests shall be received by Pledgor, Pledgor shall deliver the same to the Collateral Agent andshall, until such money or property is paid or delivered to the Collateral AgentLender, hold such money or property in trust for the Collateral AgentLender, segregated from other funds of Pledgor, as additional security for the Guaranteed Obligations.

Appears in 2 contracts

Samples: Pledge Agreement, Pledge Agreement (Net Element International, Inc.)

Acknowledgements of Parties. (a) If Pledgor shall, as a result of its ownership of the Equity Pledged Interests, become entitled to receive or shall receive any limited liability company certificate new or partnership additional membership or stock certificate (including including, without limitation, any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any shares of the Equity Pledged Interests, or otherwise in respect thereof, Pledgor shall accept the same as the Collateral AgentLender’s agent, hold the same in trust for the Collateral Agent Lender and promptly deliver the same forthwith to the Collateral Agent Lender in the exact form received, duly endorsed by Pledgor to the Collateral AgentLender, if required, together with an undated limited liability company or partnership regular membership interest power, as applicable, power covering such certificate duly executed in blankblank and with, if Lender so requests, signature guaranteed, to be held by the Collateral Agent Lender hereunder as additional security for the Obligationsobligations. Any Until the obligations are indefeasibly paid and performed in full, any sums paid to Pledgor upon or in respect of the Equity Pledged Interests upon the liquidation or dissolution of Issuer the Pledged Entities shall be paid over to the Collateral Agent Lender to be held by it hereunder as additional security for the Obligations, and in case any distribution of capital shall be made on or in respect of the Equity Pledged Interests or any property shall be distributed upon or with respect to the Equity Pledged Interests pursuant to the recapitalization or reclassification of the capital of Issuer Borrower or pursuant to the reorganization thereof, the property so distributed shall be delivered to the Collateral Agent Lender to be held by it, subject to the terms hereof, as additional security for the Obligations. If any sums of money or property so paid or distributed in respect of the Equity Pledged Interests shall be received by Pledgor, Pledgor shall deliver the same to the Collateral Agent andshall, until such money or property is paid or delivered to the Collateral AgentLender, hold such money or property in trust for the Collateral AgentLender, segregated from other funds of Pledgor, as additional security for the Obligations.

Appears in 2 contracts

Samples: Pledge and Security Agreement (Heritage Global Inc.), Pledge and Security Agreement (Heritage Global Inc.)

Acknowledgements of Parties. (a) If Pledgor shall, as a result of its ownership of the Equity Pledged Interests, become entitled to receive or shall receive any limited liability company certificate new or partnership additional membership certificate (including including, without limitation, any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any shares of the Equity Pledged Interests, or otherwise in respect thereof, Pledgor shall accept the same as the Collateral Agent’s agent, hold the same in trust for the Collateral Lender and Agent and promptly deliver the same forthwith to the Collateral Agent in the exact form received, duly endorsed by Pledgor to the Collateral Agent, if required, together with an undated limited liability company or partnership interest power, as applicable, regular stock power covering such certificate duly executed in blankblank and with, if Agent so requests, signature guaranteed, to be held by the Collateral Lender or Agent hereunder as additional security for the Obligations. Any Until the Obligations are indefeasibly paid and performed in full, any sums paid to Pledgor upon or in respect of the Equity Pledged Interests upon the liquidation or dissolution of Issuer Borrower shall be paid over to the Collateral Agent to be held by it or Lender hereunder as additional security for the Obligations, and in case any distribution of capital shall be made on or in respect of the Equity Pledged Interests or any property shall be distributed upon or with respect to the Equity Pledged Interests pursuant to the recapitalization or reclassification of the capital of Issuer Borrower or pursuant to the reorganization thereof, the property so distributed shall be delivered to the Collateral Agent to be held by itit or Lender, subject to the terms hereof, as additional security for the Obligations. If any sums of money or property so paid or distributed in respect of the Equity Pledged Interests shall be received by Pledgor, Pledgor shall deliver the same to the Collateral Agent andshall, until such money or property is paid or delivered to the Collateral Agent, hold such money or property in trust for the Collateral Lender and Agent, segregated from other funds of Pledgor, as additional security for the Obligations.

Appears in 1 contract

Samples: Pledge and Security Agreement (Allegiant Travel CO)

Acknowledgements of Parties. (a) If Pledgor shall, as a result of its ownership of the Equity Pledged Company Interests, become entitled to receive or shall receive any limited liability company certificate or partnership certificate (including including, without limitation, any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any shares of the Equity Pledged Company Interests, or otherwise in respect thereof, Pledgor shall accept the same as the Collateral Agent’s agent, hold the same in trust for the Collateral Agent and deliver the same forthwith to the Collateral Agent in the exact form received, duly endorsed by Pledgor to the Collateral Agent, if required, together with an undated limited liability company or partnership interest power, as applicable, power covering such certificate duly executed in blankblank and with, if Agent so requests, signature guaranteed, to be held by the Collateral Agent hereunder as additional security for the ObligationsDebt. Any sums paid upon or in respect of the Equity Pledged Company Interests upon the liquidation or dissolution of Issuer GA Tech Lessee shall be paid over to the Collateral Agent to be held by it hereunder as additional security for the ObligationsDebt, and in case any distribution of capital shall be made on or in respect of the Equity Pledged Company Interests or any property shall be distributed upon or with respect to the Equity Pledged Company Interests pursuant to the recapitalization or reclassification of the capital of Issuer GA Tech Lessee or pursuant to the reorganization thereof, the property so distributed shall be delivered to the Collateral Agent to be held by it, subject to the terms hereof, as additional security for the ObligationsDebt. If any sums of money or property so paid or distributed in respect of the Equity Pledged Company Interests shall be received by Pledgor, Pledgor shall deliver the same to the Collateral Agent and, until such money or property is paid or delivered to the Collateral Agent, hold such money or property in trust for the Collateral Agent, segregated from other funds of Pledgor, as additional security for the ObligationsDebt.

Appears in 1 contract

Samples: Security Agreement (Hospitality Investors Trust, Inc.)

Acknowledgements of Parties. (a) If Pledgor Borrower shall, as a result of its ownership of the Equity Pledged Interests, become entitled to receive or shall receive any a limited liability company partnership certificate or partnership a membership certificate in GP Pledgor (including including, without limitation, any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any shares of the Equity Pledged Interests, or otherwise in respect thereof, Pledgor Borrower shall accept the same as the Collateral AgentLender’s agent, hold the same in trust for the Collateral Agent Lender and deliver the same forthwith to the Collateral Agent Lender in the exact form received, duly endorsed by Pledgor Borrower to the Collateral AgentLender, if required, together with an undated limited liability company or partnership membership interest power, as applicable, power covering such certificate duly executed in blankblank and with, if Lender so requests, signature guaranteed, to be held by the Collateral Agent Lender hereunder as additional security for the ObligationsDebt. Any sums paid upon or in respect of the Equity Pledged Interests upon the liquidation or dissolution of Issuer Mortgage Borrower shall be paid over to the Collateral Agent Lender to be held by it hereunder as additional security for the ObligationsDebt, and in case any distribution of capital shall be made on or in respect of the Equity Pledged Interests or any property shall be distributed upon or with respect to the Equity Pledged Interests pursuant to the recapitalization or reclassification of the capital of Issuer Mortgage Borrower or pursuant to the reorganization thereof, the property so distributed shall be delivered to the Collateral Agent Lender to be held by it, subject to the terms hereof, as additional security for the ObligationsDebt. If any sums of money or property so paid or distributed in respect of the Equity Pledged Interests shall be received by PledgorBorrower, Pledgor shall deliver the same to the Collateral Agent andBorrower shall, until such money or property is paid or delivered to the Collateral AgentLender, hold such money or property in trust for the Collateral AgentLender, segregated from other funds of PledgorBorrower, as additional security for the ObligationsDebt.

Appears in 1 contract

Samples: Pledge and Security Agreement (Behringer Harvard Opportunity REIT I, Inc.)

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Acknowledgements of Parties. (a) If Pledgor shall, as a result of its ownership of the Equity Pledged Interests, become entitled to receive or shall receive any stock certificate or partnership or limited liability company certificate or partnership certificate certificate, as applicable (including including, without limitation, any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any shares of the Equity Pledged Interests, or otherwise in respect thereof, Pledgor shall accept the same as the Collateral AgentSecured Party’s agent, hold the same in trust for the Collateral Agent Secured Party and deliver the same forthwith to the Collateral Agent Secured Party in the exact form received, duly endorsed by Pledgor to the Collateral AgentSecured Party, if required, together with an undated limited liability company or partnership interest power, as applicable, transfer power covering such certificate duly executed in blankblank and with, if Secured Party so requests, signature guaranteed, to be held by the Collateral Agent Secured Party hereunder as additional security for the Obligations. Any sums paid upon or in respect of the Equity Pledged Interests upon the liquidation or dissolution of Issuer either PropCo shall be paid over to the Collateral Agent Secured Party to be held by it hereunder as additional security for the Obligations, and in case any distribution of capital shall be made on or in respect of the Equity Pledged Interests or any property shall be distributed upon or with respect to the Equity Pledged Interests pursuant to the recapitalization or reclassification of the capital of Issuer either PropCo or pursuant to the reorganization thereof, the property so distributed shall be delivered to the Collateral Agent Secured Party to be held by it, subject to the terms hereof, as additional security for the Obligations. If any sums of money or property so paid or distributed in respect of the Equity Pledged Interests shall be received by Pledgor, Pledgor shall deliver the same to the Collateral Agent andshall, until such money or property is paid or delivered to the Collateral AgentSecured Party, hold such money or property in trust for the Collateral Agentbenefit of Secured Party, segregated from other funds of Pledgor, as additional security for the Obligations.

Appears in 1 contract

Samples: Pledge and Security Agreement (Green Plains Inc.)

Acknowledgements of Parties. (a) If Pledgor the Pledgors shall, as a result of its their ownership of the Equity InterestsCollateral, become entitled to receive or shall receive any limited liability company certificate regular, preferred or any other membership or partnership certificate certificate, as applicable (including including, without limitation, any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any shares shares, units, interest or other beneficial ownership interest of the Equity Pledged Interests, or otherwise in respect thereof, Pledgor Pledgors shall accept the same as the Collateral Agent’s 's agent, hold the same in trust for the Collateral Agent and deliver the same forthwith to the Collateral Agent in the exact form received, duly endorsed by Pledgor Pledgors to the Collateral Agent, if required, together with an undated limited liability company regular, preferred or any other membership or general partnership interest powerinterest, as applicable, power covering such certificate duly executed in blankblank and with, if Agent so requests, signature guaranteed, to be held by the Collateral Agent hereunder as additional security for the ObligationsDebt. Any sums paid upon or in respect of the Equity Interests Collateral upon the liquidation or dissolution of Issuer any of the Pledged Borrowers shall be paid over to the Collateral Agent to be held by it hereunder as additional security for the ObligationsLoan, and in case any distribution of capital shall be made on or in respect of the Equity Interests Collateral or any property shall be distributed upon or with respect to the Equity Interests Collateral pursuant to the recapitalization or reclassification of the capital of Issuer any of the Pledged Borrowers or pursuant to the reorganization thereof, the property so distributed shall be delivered to the Collateral Agent to be held by it, subject to the terms hereof, as additional security for the ObligationsLoan. If any sums of money or property so paid or distributed in respect of the Equity Interests Collateral shall be received by any Pledgor, such Pledgor shall deliver the same to the Collateral Agent andshall, until such money or property is paid or delivered to the Collateral Agent, hold such money or property in trust for the Collateral Agent, segregated from other funds of such Pledgor, as additional security for the ObligationsLoan.

Appears in 1 contract

Samples: Pledge and Security Agreement (Shelbourne Properties I Inc)

Acknowledgements of Parties. (a) If Pledgor Borrower shall, as a result of its ownership of the Equity Pledged Interests, become entitled to receive or shall receive any limited liability company certificate or partnership a membership certificate (including including, without limitation, any certificate representing a dividend distribution or a distribution dividend in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any shares of the Equity Pledged Interests, or otherwise in respect thereof, Pledgor Borrower shall accept the same as the Collateral AgentLender’s agent, hold the same in trust for the Collateral Agent Lender and deliver the same forthwith to the Collateral Agent Lender in the exact form received, duly endorsed by Pledgor Borrower to the Collateral AgentLender, if required, together with an undated limited liability company or partnership membership interest power, as applicable, power covering such certificate duly executed in blankblank and with, if Lender so requests, signature guaranteed, to be held by the Collateral Agent Lender hereunder as additional security for the ObligationsDebt. Any sums paid upon or in respect of the Equity Pledged Interests upon the liquidation or dissolution of Issuer Mortgage Borrower shall be paid over to the Collateral Agent Lender to be held by it hereunder as additional security for the ObligationsDebt, and in case any distribution of capital shall be made on or in respect of the Equity Pledged Interests or any property shall be distributed upon or with respect to the Equity Pledged Interests pursuant to the recapitalization or reclassification of the capital of Issuer Mortgage Borrower or pursuant to the reorganization thereof, the property so distributed shall be delivered to the Collateral Agent Lender to be held by it, subject to the terms hereof, as additional security for the ObligationsDebt. If any sums of money or property so paid or distributed in respect of the Equity Pledged Interests shall be received by PledgorBorrower, Pledgor shall deliver the same to the Collateral Agent andBorrower shall, until such money or property is paid or delivered to the Collateral AgentLender, hold such money or property in trust for the Collateral AgentLender, segregated from other funds of PledgorBorrower, as additional security for the ObligationsDebt.

Appears in 1 contract

Samples: Management Agreement (Piedmont Office Realty Trust, Inc.)

Acknowledgements of Parties. (a) If Pledgor Borrower shall, as a result of its ownership of the Equity Pledged Interests, become entitled to receive or shall receive any limited liability company certificate an ownership or partnership equity certificate (including including, without limitation, any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any shares of the Equity Pledged Interests, or otherwise in respect thereof, Pledgor Borrower shall accept the same as the Collateral AgentLender’s agent, hold the same in trust for the Collateral Agent Lender and deliver the same forthwith to the Collateral Agent Lender in the exact form received, duly endorsed by Pledgor Borrower to the Collateral AgentLender, if required, together with an undated limited liability company or partnership ownership interest power, as applicable, power covering such certificate duly executed in blankblank and with, if Lender so requests, signature guaranteed, to be held by the Collateral Agent Lender hereunder as additional security for the ObligationsDebt. Any sums paid upon or in respect of the Equity Pledged Interests upon the liquidation or dissolution of any Issuer shall be paid over to the Collateral Agent Lender to be held by it hereunder as additional security for the ObligationsDebt, and in case any distribution of capital shall be made on or in respect of the Equity Pledged Interests or any property shall be distributed upon or with respect to the Equity Pledged Interests pursuant to the recapitalization or reclassification of the capital of any Issuer or pursuant to the reorganization thereof, the property so distributed shall be delivered to the Collateral Agent Lender to be held by it, subject to the terms hereof, as additional security for the ObligationsDebt. If any sums of money or property so paid or distributed in respect of the Equity Pledged Interests shall be received by PledgorBorrower, Pledgor shall deliver the same to the Collateral Agent andBorrower shall, until such money or property is paid or delivered to the Collateral AgentLender, hold such money or property in trust for the Collateral AgentLender, segregated from other funds of PledgorBorrower, as additional security for the ObligationsDebt.

Appears in 1 contract

Samples: Pledge and Security Agreement (CNL Healthcare Trust, Inc.)

Acknowledgements of Parties. (a) If Pledgor shall, as a result of its ownership of the Equity Pledged Company Interests, become entitled to receive or shall receive any limited liability company certificate or partnership certificate (including including, without limitation, any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate issued in connection with any reorganization), option or rights, whether in addition to, in substitution of, as a conversion of, or in exchange for any shares of the Equity Pledged Company Interests, or otherwise in respect thereof, Pledgor shall accept the same as the Collateral Agent’s agent, hold the same in trust for the Collateral Agent and deliver the same forthwith to the Collateral Agent in the exact form received, duly endorsed by Pledgor to the Collateral Agent, if required, together with an undated limited liability company or partnership interest power, as applicable, power covering such certificate duly executed in blankblank and with, if Agent so requests, signature guaranteed, to be held by the Collateral Agent hereunder as additional security for the ObligationsDebt. Any sums paid upon or in respect of the Equity Pledged Company Interests upon the liquidation or dissolution of Issuer GA Tech Owner shall be paid over to the Collateral Agent to be held by it hereunder as additional security for the ObligationsDebt, and in case any distribution of capital shall be made on or in respect of the Equity Pledged Company Interests or any property shall be distributed upon or with respect to the Equity Pledged Company Interests pursuant to the recapitalization or reclassification of the capital of Issuer GA Tech Owner or pursuant to the reorganization thereof, the property so distributed shall be delivered to the Collateral Agent to be held by it, subject to the terms hereof, as additional security for the ObligationsDebt. If any sums of money or property so paid or distributed in respect of the Equity Pledged Company Interests shall be received by Pledgor, Pledgor shall deliver the same to the Collateral Agent and, until such money or property is paid or delivered to the Collateral Agent, hold such money or property in trust for the Collateral Agent, segregated from other funds of Pledgor, as additional security for the ObligationsDebt.

Appears in 1 contract

Samples: Security Agreement (Hospitality Investors Trust, Inc.)

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