Additional Interests Clause Samples

Additional Interests. (i) 100% (or, if less, the full amount owned by such Pledgor) of each class of the issued and outstanding Capital Stock of any Person which hereafter becomes a Domestic Subsidiary and (ii) 65% (or, if less, the full amount owned by such Pledgor) of the Voting Equity and 100% (or, if less, the full amount owned by such Pledgor) of the Non-Voting Equity of any Person which hereafter becomes a Foreign Subsidiary, including, without limitation, the certificates representing such Capital Stock.

Additional Interests. Subject to Section 10.7, the Managing Member shall have the right to cause the Company to issue or sell to any Person (including Members and Affiliates of Members) any of the following (which for purposes of this Agreement shall be "Additional Interests"): (i) additional Membership Interests or other interests in the Company (including new classes or series thereof having different rights); (ii) obligations, evidences of indebtedness or other securities or interests convertible into or exchangeable for Membership Interests or other interests in the Company; and (iii) warrants, options or other rights to purchase or otherwise acquire Membership Interests or other interests in the Company. The Managing Member shall determine the terms and conditions governing the issuance of such Additional Interests, including the number and designation of such Additional Interests, the preference (with respect to distributions, in liquidation or otherwise) over any other Membership Interests and any required contributions in connection therewith.

Additional Interests. If Seller shall, as a result of ownership of the Underlying Entity Interests, become entitled to receive or shall receive any certificate evidencing any Underlying Entity Interests or other equity interest, any option rights, or any equity interest in the Underlying Entity Interests, whether in addition to, in substitution for, as a conversion of, or in exchange for the Underlying Entity Interests, or otherwise in respect thereof, Seller shall accept the same as the Administrative Agent’s agent, hold the same in trust for the Administrative Agent and deliver the same forthwith to the Administrative Agent in the exact form received, duly indorsed by the Seller to the Administrative Agent, if required, together with an undated transfer power, if required, covering such certificate duly executed in blank, or if requested, deliver such Purchased Certificate re-registered in the name of Administrative Agent, to be held by the Administrative Agent subject to the terms hereof as additional security for the Obligations. Any sums paid upon or in respect of the Underlying Entity Interests upon the liquidation or dissolution of the applicable Underlying Entity, or otherwise shall be paid over to the Administrative Agent as additional security for the Obligations. If following the occurrence and during the continuation of an Event of Default, any sums of money or property so paid or distributed in respect of the Underlying Entity Interests shall be received by Seller, Seller shall, until such money or property is paid or delivered to the Administrative Agent for the benefit of Buyers, hold such money or property in trust for the Administrative Agent segregated from other funds of Seller as additional security for the Obligations. Administrative Agent shall cooperate with Seller and promptly take any action required pursuant to the applicable Program Agreements in accordance with its policies to cause any Purchased Certificate registered in the name of Administrative Agent to be re-registered and delivered to Seller upon repurchase of such Purchased Certificate by Seller.

Additional Interests. If PMC shall, as a result of ownership of the REO Subsidiary Interests become entitled to receive or shall receive any certificate evidencing any REO Subsidiary Interest or other equity interest, any option rights, or any equity interest in REO Subsidiary, whether in addition to, in substitution for, as a conversion of, or in exchange for the REO Subsidiary Interests, or otherwise in respect thereof, PMC shall accept the same as agent for Administrative Agent and Buyers, hold the same in trust for the Administrative Agent and Buyers and deliver the same forthwith to the Administrative Agent in the exact form received, duly indorsed by PMC to the Administrative Agent, if required, together with an undated transfer power, if required, covering such certificate duly executed in blank, to be held by the Administrative Agent for the benefit of Buyers and Repledgees subject to the terms hereof as additional security for the Obligations. Any sums paid upon or in respect of the REO Subsidiary Interests upon the liquidation or dissolution of REO Subsidiary shall be paid over to the Administrative Agent as additional security for the Obligations. If following the occurrence and during the continuation of an Event of Default any sums of money or property so paid or distributed in respect of the REO Subsidiary Interests shall be received by PMC, PMC shall, until such money or property is paid or delivered to the Administrative Agent, hold such money or property in trust for the Administrative Agent and Buyers segregated from other funds of PMC as additional security for the Obligations.

Additional Interests. If a Seller shall, as a result of ownership of the Purchased Assets, become entitled to receive or shall receive any certificate evidencing any Purchased Assets or other equity interest, any option rights, or any equity interest in the Purchased Certificates, whether in addition to, in substitution for, as a conversion of, or in exchange for the Purchased Assets, or otherwise in respect thereof, such Seller shall accept the same as the Buyer’s agent, hold the same in trust for the Buyer and deliver the same forthwith to the Buyer in the exact form received, duly indorsed by such Seller to the Buyer, if required, together with an undated transfer power, if required, covering such certificate duly executed in blank, or if requested, deliver the Purchased Assets re-registered in the name of Buyer, to be held by the Buyer subject to the terms hereof as additional security for the Obligations. Any sums paid upon or in respect of the Purchased Certificates upon the liquidation or dissolution of a Seller Subsidiary Party, or otherwise shall be paid over to the Buyer as additional security for the Obligations. If following the occurrence and during the continuation of an Event of Default, any sums of money or property so paid or distributed in respect of the Purchased Assets shall be received by a Seller, such Seller shall, until such money or property is paid or delivered to the Buyer, hold such money or property in trust for the Buyer segregated from other funds of Seller as additional security for the Obligations.

Additional Interests. Subject to the provisions of this Agreement, the Board shall have the right to cause the Company to issue or sell to any individual, partnership, corporation, limited liability company, association, joint stock company, trust, joint venture, unincorporated organization, or any other business entity, or a governmental entity or any department, agency, or political subdivision thereof (each, a “Person”) (including the Members) any of the following (“Additional Interests”): (a) additional Units or other interests in the Company (including new classes or series thereof having different rights); (b) obligations, evidences of indebtedness or other securities or interests convertible into or exchangeable for Units or other interests in the Company; and (c) rights, warrants, options, convertible securities, exchangeable securities, indebtedness or other rights, in each case exercisable for or convertible or exchangeable into, directly or indirectly, Units or securities exercisable for or convertible or exchangeable into Units, whether at the time of issuance or upon the passage of time or the occurrence of some future event. The Board shall determine the terms and conditions governing the issuance of such Additional Interests, including the number and designation of such Additional Interests, the preference (with respect to distributions) over any other membership interests and any required contributions in connection therewith. Upon the issuance or sale of Additional Interests, the Board or an authorized Officer shall amend Schedule 1 without further vote, act or consent of any other Person to reflect the issuance or sale of such Additional Interests and the resulting Percentage Interests of the Members.

Additional Interests. Lender must be designated as Mortgagee and Loss Payee on building, business income, business personal property, and boiler and machinery/equipment breakdown coverage forms; and Additional Insured on the general liability policy. The Additional Interest and Certificate Holder wording should read:

Additional Interests. If, after the date hereof, any Equityholder acquires beneficial ownership of any additional shares of NGP capital stock or NGOP Common Units (any such shares or units, “Additional Interests”), including upon exercise of any option, warrant or right to acquire shares of NGP capital stock or NGOP Common Units or through any equity dividend or equity split, the provisions of this Agreement applicable to the Interests shall be applicable to such Additional Interests as if such Additional Interests had been Interests as of the date hereof. The provisions of the immediately preceding sentence shall be effective with respect to Additional Interests without action by any person or entity immediately upon the acquisition by any Equityholder of beneficial ownership of such Additional Interests.

Additional Interests. The Parties acknowledge that the EXCO Subs will be acquiring additional Leases in the AMI Area from and after the Effective Time up to (and including) 10 days before the Closing Date (all such Leases actually acquired by EXCO Subs during such period, the “Additional Interests”). (a) All Additional Interests acquired up to (and including) 10 Business Days prior to the Execution Date and the amounts paid by the EXCO Subs for such Additional Interests are set forth on Schedule 6.7. At or prior to Closing, EXCO will amend Schedule 6.7 to reflect all Additional Interests acquired between the Execution Date and the date that is ten days before the Closing and the amounts paid for such Additional Interests. For all purposes of this Agreement, except to the extent it becomes a Rejected Interest, all Additional Interests shall be treated upon Closing as if they had been acquired by the applicable EXCO Sub prior to the Reorganization and will be treated as Subject Non-Operating Assets, Operating Assets, Gathering Assets and/or other assets, as applicable, of the EXCO Subs. EXCO will use its commercially reasonable efforts to assign a share of its rights and obligations under the acquisition documents related to each Additional Interest to BG; provided that EXCO shall not be required to pay cash or otherwise surrender value or incur any liability to obtain any such assignment. (b) BG will have the right, up to 60 days following the Closing, to reject the acquisition of any Additional Interest (any such rejected Additional Interest, a “Rejected Interest”). Any such election by BG shall be communicated to EXCO by written notice (each, a “Rejection Notice”). The Adjusted Closing Cash Consideration shall account for any Rejected Interests that are the subject of a Rejection Notice delivered to EXCO not less than seven (7) Business Days prior to the Closing as provided in Section 3.3(b)(viii). In the case of any Rejection Notice delivered after the day that is seven (7) Business Days prior to the Closing, promptly following any such rejection (but in any event, after the Closing), the applicable Newco shall convey, and EXCO and BG shall cause Operator to convey, the applicable Rejected Interests to EXCO pursuant to an assignment with a special warranty of title against claims by, through or under the applicable assignor or its Affiliates, but not otherwise, and upon EXCO’s receipt of such assignments, EXCO shall pay BG the amount paid for the applicable Rejected Interests...