Initial Delivery of Pledged Collateral Sample Clauses

Initial Delivery of Pledged Collateral. Within 10 Business Days following the Second Amendment Effective Date or such later date acceptable to Administrative Agent, the Borrower shall deliver or cause to be delivered to the Collateral Agent the following each in form and substance reasonably acceptable to the Administrative Agent: (i) each certificate or other instrument in respect of the Pledged Interests, in the manner required under the Pledge Agreement, duly indorsed by such Pledgor to the Collateral Agent, together with an undated stock power covering such certificate (or other appropriate instrument of transfer) duly executed, in blank, by such Pledgor and countersigned by the issuer thereof, (ii) such other schedules, supplements, instruments, certificates, or information in connection therewith as required by the Pledge Agreement or as reasonably requested by the Administrative Agent and (iii) a legal opinion issued by a law firm reasonably acceptable to the Administrative Agent covering the creation and perfection of the security interest in the Pledged Interests upon indorsement and delivery to the Collateral Agent of such certificates or other instruments.
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Initial Delivery of Pledged Collateral. Within thirty (30) days following the Effective Date, (i) each Pledgor shall deliver to Administrative Agent each certificate or instrument in respect of the Pledged Collateral, in the manner required under the Pledge Agreement, duly indorsed by such Pledgor to the Administrative Agent, if required, together with an undated stock power covering such certificate (or other appropriate instrument of transfer) duly executed in blank by such Pledgor and (ii) the Borrower shall deliver to the Administrative Agent a legal opinion issued by Xxxxxxx Xxxxxxx & Xxxxxxxx LLP (or such other law firm reasonably acceptable to the Administrative Agent), which shall be in form and substance reasonably acceptable to the Administrative Agent, covering the perfection of the security interest in the Pledged Collateral upon indorsement and delivery to the Administrative Agent of such certificates. Notwithstanding anything to the contrary in this clause (a) or elsewhere in this Agreement, no Pledgor shall be required to pledge (or cause to be pledged) more than sixty-five percent (65%) of the capital stock designated as having voting power and one hundred percent (100%) of the capital stock designated as having non-voting power in any Excluded CFC, or any other equity securities of any other Subsidiary to the extent that the Borrower reasonably determines (in consultation with the Administrative Agent) that such pledge would result in adverse tax consequences pursuant to Code section 956.
Sample 1
Initial Delivery of Pledged Collateral. Within thirty (30) days following the Effective Date (or such later date as the Administrative Agent may agree in its sole discretion), each Material Subsidiary that is not a Specified Subsidiary shall deliver to Administrative Agent each certificate or instrument in respect of the Pledged Collateral, in the manner required under the Pledge Agreement, duly indorsed by such Pledgor to the Administrative Agent, if required, together with an undated stock power covering such certificate (or other appropriate instrument of transfer) duly executed in blank by such Pledgor. On or before June 15, 2017 (or such later date as the Administrative Agent may agree in its sole discretion), (i) each Specified Subsidiary required to become a Pledgor pursuant to Section 5.14(b) shall deliver to Administrative Agent each certificate or instrument in respect of the Pledged Collateral owned by such Specified Subsidiary, in the manner required under the Pledge Agreement, duly indorsed by such Specified Subsidiary to the Administrative Agent, if required, together with an undated stock power covering such certificate (or other appropriate instrument of transfer) duly executed in blank by such Specified Subsidiary and the other items required pursuant to Section 5.14(b)(ii) and (ii) the Borrower shall deliver to the Administrative Agent a legal opinion issued by Skadden, Arps, Xxxxxxx & Xxxx LLP (or such other law firm reasonably acceptable to the Administrative Agent), which shall be in form and substance reasonably acceptable to the Administrative Agent, covering the perfection of the security interest in the Pledged Collateral upon indorsement and delivery to the Administrative Agent of such certificates and undated stock powers.
Sample 1

Related to Initial Delivery of Pledged Collateral

  • Delivery of Pledged Collateral All certificates and all promissory notes and instruments evidencing the Pledged Collateral shall be delivered to and held by or on behalf of Agent, for itself and the benefit of Lenders, pursuant hereto. All Pledged Shares shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to Agent and all promissory notes or other instruments evidencing the Pledged Indebtedness shall be endorsed by Pledgor.

  • Delivery of Pledged Property All certificates or instruments representing or evidencing any Collateral, including all Pledged Shares and all Pledged Notes, shall be delivered to and held by or on behalf of (and, in the case of the Pledged Notes, endorsed to the order of) the Collateral Agent pursuant hereto, shall be in suitable form for transfer by delivery, and shall be accompanied by all necessary instruments of transfer or assignment, duly executed in blank.

  • Delivery of Pledged Shares Upon the execution of this Pledge Agreement, Pledgor shall deliver to the Company the certificate(s) representing the Pledged Shares, together with duly executed forms of assignment sufficient to transfer title thereto to the Company.

  • Delivery of Pledged Securities Upon the execution of this Pledge Agreement, the Pledgor shall deliver to the Company the certificates representing the Pledged Securities, together with duly executed forms of assignment sufficient to transfer title thereto to the Company. Upon the exercise of any Pledged Option, in lieu of delivering certificates to the Pledgor, the Company will retain the certificates and such certificates will be subject to this Pledge Agreement.

  • Sale of Pledged Collateral Upon the occurrence of an Event of Default and during the continuation thereof, without limiting the generality of this Section and without notice, the Administrative Agent may, in its sole discretion, sell or otherwise dispose of or realize upon the Pledged Collateral, or any part thereof, in one or more parcels, at public or private sale, at any exchange or broker’s board or elsewhere, at such price or prices and on such other terms as the Administrative Agent may deem commercially reasonable, for cash, credit or for future delivery or otherwise in accordance with applicable law. To the extent permitted by law, any holder of the Secured Obligations may in such event bid for the purchase of such securities. Each Pledgor agrees that, to the extent notice of sale shall be required by law and has not been waived by such Pledgor, any requirement of reasonable notice shall be met if notice, specifying the place of any public sale or the time after which any private sale is to be made, is personally served on or mailed postage prepaid to such Pledgor in accordance with the notice provisions of Section 11.02 of the Credit Agreement at least ten (10) days before the time of such sale. The Administrative Agent shall not be obligated to make any sale of Pledged Collateral of such Pledgor regardless of notice of sale having been given. The Administrative Agent may adjourn any public or private sale from time to time by announcement at the time and place fixed therefor, and such sale may, without further notice, be made at the time and place to which it was so adjourned.

  • Release of Pledged Collateral The Administrative Agent may release any of the Pledged Collateral from this Pledge Agreement or may substitute any of the Pledged Collateral for other Pledged Collateral without altering, varying or diminishing in any way the force, effect, lien, pledge or security interest of this Pledge Agreement as to any Pledged Collateral not expressly released or substituted, and this Pledge Agreement shall continue as a first priority lien on all Pledged Collateral not expressly released or substituted.

  • Delivery of the Pledged Collateral Each Pledgor hereby agrees that:

  • Registration of Pledged Collateral Such Grantor will permit any registerable Pledged Collateral owned by it to be registered in the name of the Administrative Agent or its nominee at any time at the option of the Required Secured Parties.

  • Description of Pledged Collateral (a) The Pledged Collateral is described as follows and on any separate schedules at any time furnished by Pledgor to Secured Party (which schedules are hereby deemed part of this Agreement):

  • Certain Sales of Pledged Collateral (a) Each Pledgor recognizes that, by reason of certain prohibitions contained in law, rules, regulations or orders of any Governmental Authority, the Collateral Agent may be compelled, with respect to any sale of all or any part of the Pledged Collateral, to limit purchasers to those who meet the requirements of such Governmental Authority. Each Pledgor acknowledges that any such sales may be at prices and on terms less favorable to the Collateral Agent than those obtainable through a public sale without such restrictions, and, notwithstanding such circumstances, agrees that any such restricted sale shall be deemed to have been made in a commercially reasonable manner and that, except as may be required by applicable law, the Collateral Agent shall have no obligation to engage in public sales.

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