Additional Pledged Interests Sample Clauses
Additional Pledged Interests. (a) At all times, during the Term of this Agreement, in the event that the Debtor receives or becomes entitled to receive any additional Equity Interests of any Person consisting of (i) any Equity Interests in any Subsidiaries of the Debtor formed or acquired after the date hereof, and/or Equity Interests received through a dividend or a distribution in connection with any reclassification, increase or reduction of capital, merger, consolidation, sale of assets, combination or other reorganization by virtue of such Debtor having been an owner of any of the Pledged Collateral (all of such additional Equity Interests, collectively, the “Additional Pledged Interests”), or (ii) any promissory note, instrument, or other asset (including any options, warrants, subscriptions or other rights, whether as an addition to, in substitution for, or in exchange for any of the Pledged Interests or otherwise) constituting Pledged Collateral, the Debtor agrees to deliver promptly, or authorize, as applicable (and in any event within two (2) Business Days of Debtor’s receipt thereof), to Secured Party at the address specified in Section 3 the following: (1) with respect to any such Additional Pledged Interests or other Pledged Collateral represented by a certificate or other instrument, or any such promissory note or other instrument received, such certificate, promissory note or other instrument, together with undated powers or assignment endorsed in blank by the Debtor; and (2) a duly executed Pledge and Security Agreement Addendum in substantially the form of Exhibit A hereto (a “Pledge and Security Agreement Addendum”) identifying the Additional Pledged Interests, promissory note or other instrument or other Pledged Collateral which are pledged by such Debtor pursuant to this Agreement. Upon the execution and delivery of any Pledge and Security Agreement Addendum, any Additional Pledged Interests, promissory note or other instrument and other Pledged Collateral identified thereon shall thereafter constitute Pledged Collateral to be held by Secured Party pursuant to the terms of this Agreement.
(b) At all times during the Term of this Agreement, in the event that any distribution of any Equity Interests or other securities of any Person, regardless of class or designation, or any warrants, options, purchase rights, conversion or exchange rights, voting rights, calls or claims of any character with respect to any of the foregoing, shall be made on or in respect of the Pled...
Additional Pledged Interests. In the event that, during the term of this Agreement:
(a) any stock dividend, stock split, reclassification, readjustment, or other change is declared or made in the capital structure of any Subsidiary of any Pledgor, or any new Ownership Interests are issued by any Subsidiary of any Pledgor, or any new Subsidiary of any Pledgor is formed or acquired, all new, substituted, and additional Ownership Interests shall be issued to such Pledgor and shall be promptly delivered to the Administrative Agent, together with undated stock powers endorsed in blank by such Pledgor with respect to Certificated Ownership Interests, and shall thereupon constitute Pledged Interests to be held by the Administrative Agent under the terms of this Agreement; and
(b) any subscriptions, warrants or any other rights or options shall be issued in connection with the Ownership Interests consisting of shares of Capital Stock, all new stock or other securities acquired through such subscriptions, warrants, rights or options by each Pledgor shall be promptly delivered to the Administrative Agent, together with undated stock powers endorsed in blank, and shall thereupon constitute Pledged Interests to be held by the Administrative Agent under the terms of this Agreement. Notwithstanding the foregoing, under this Section 3, no Pledgor shall be required to pledge or deliver Ownership Interests in any Subsidiary of such Pledgor if an express or deemed pledge of such Ownership Interests (including through pledges of Ownership Interests in Restricted Subsidiaries that are treated as flow-through or fiscally transparent entities for U.S. Federal income tax purposes) shall result in a Tax Impediment, as reasonably determined by the Pledgors.
Additional Pledged Interests. Pursuant to the Pledge Agreement, the undersigned assigns and pledges to the Administrative Agent for its benefit and the ratable benefit of the Secured Parties, and grants to the Administrative Agent for its benefit and the ratable benefit of the Secured Parties, a security interest in the shares of stock and other equity interests set forth on Schedule I hereto and issued by the Person[s] named therein (such shares and other equity interests being collectively referred to herein as the "ADDITIONAL PLEDGED INTERESTS").
Additional Pledged Interests. In the event that, during the term of this Agreement, the Pledgor shall become entitled to receive or shall receive any certificate or any other instrument evidencing any part of the Pledged Interests (including, without limitation, any certificate or other instrument representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization), or any options or rights, or any promissory notes or other debt instruments, whether as an addition to, in substitution for, or in exchange for any of the Pledged Interests, or otherwise, the Pledgor agrees to promptly deliver such additional Pledged Interests to the Administrative Agent, together with undated powers endorsed in blank by the Pledgor or endorsements on the notes themselves, and shall thereupon constitute additional Pledged Interests to be held by the Administrative Agent under the terms of this Agreement. In case any distribution of any stock, general partner interests, limited partner interests, limited liability company interests, member interests or other equity interests of any Person, regardless of class or designation, or any warrants, options, purchase rights, conversion or exchange rights, voting rights, calls or claims of any character with respect to any of the foregoing, or any promissory notes or other debt instruments, shall be made on or in respect of the Pledged Interests or any property shall be distributed upon or with respect to the Pledged Interests pursuant to the
Additional Pledged Interests. Following the Closing Date Borrower shall use commercially reasonable efforts to create additional Pledged Interests with respect to Borrower's stock in each of the Related Companies listed on Schedule 1.3 as soon as is reasonably possible. It shall review the loan documents related to all Indebtedness of each Related Company and to the extent that such loan documents do not prohibit the pledging of the stock of the Related Company the Borrower shall, upon request from the Agent, execute and deliver a Pledge Agreement with respect thereto. To the extent requested by the Agent Borrower shall use commercially reasonable efforts to obtain consents or waivers from the holders of any loan documents that prohibit such pledges or that require the lender's consent thereto, and to the extent successful in doing so, shall execute and deliver a Pledge Agreement with respect to the applicable stock. If despite such commercially reasonable efforts, Borrower is unable to obtain such necessary consents or waivers, such circumstance shall not constitute an Event of Default hereunder. Each additional Pledge Agreement executed pursuant to this ss.5.4 shall be accompanied by the original stock certificates, stock powers and such supporting certificates or documents as the Agent may reasonably request, including, without limitation, those items described in ss.10 relating to the Mortgagors, the Mortgaged Properties or the Mortgage Debt Documents. Upon the creation of each additional Pledged Interest the applicable Schedules hereof shall be updated to reflect the same.
Additional Pledged Interests. In the event that, during the term of this Agreement:
(a) any stock dividend, stock split, reclassification, readjustment or other similar change is declared or made in the capital structure of the Pledged Company, or any new Pledged Interests or other equity interests are issued by the Pledged Company, all new, substituted, and additional shares, or other securities, shall be issued to Pledgor, and shall be promptly delivered to Secured Party, together with a duly executed Pledge Agreement Supplement in substantially the form of Annex 1 hereto (the “Pledge Agreement Supplement”) identifying such additional Pledged Interests to be held by Secured Party under the terms of this Agreement, and with undated powers endorsed in blank by Pledgor, and shall thereupon constitute additional Pledged Interests to be held by Secured Party under the terms of this Agreement; and
(b) any subscriptions, warrants or any other rights or options that shall be issued in connection with the Pledged Interests, all new stock or other securities acquired through such subscriptions, warrants, rights or options, together with appropriate powers by Pledgor, shall be promptly delivered to Secured Party and shall thereupon constitute Pledged Interests to be held by Secured Party under the terms of this Agreement.