Pledge and Security Interest Sample Clauses
POPULAR SAMPLE Copied 4 times
Pledge and Security Interest. (a) Each Pledgor hereby assigns and pledges to the Trustee for its benefit and for the ratable benefit of the Holders, and hereby grants to the Trustee for its benefit and for the ratable benefit of the Holders, a continuing security interest in all of its right, title and interest in the following collateral owned by such Pledgor (collectively, the "Pledgor Collateral"):
(i) the Pledged Stock and the certificates representing the Pledged Stock, all proceeds of the Pledged Stock, and all of the following (to the extent that they may not otherwise constitute proceeds): all income and profits from the Pledged Stock, all dividends, cash, options, warrants, rights, subscriptions, instruments and other property from time to time after the date hereof received, receivable or otherwise distributed in respect of or in exchange or substitution for any or all of the Pledged Stock; and
(ii) all additional shares of Capital Stock of, and all securities convertible into, and all warrants, options or other rights to purchase, Capital Stock of, the Issuer from time to time after the date hereof acquired by such Pledgor in any manner, and the certificates representing any such additional shares and all income and profits thereon, and all proceeds, dividends, cash, options, warrants, rights, subscriptions, instruments and other property or proceeds from time to time received, receivable or otherwise distributed in respect of or in exchange or substitution for any or all of such shares; and
(a) Acquisition hereby assigns and pledges to the Trustee for its benefit and for the ratable benefit of the Holders, and hereby grants to the Trustee for its benefit and for the ratable benefit of the Holders, a continuing security interest in all of its right, title and interest in the following collateral owned by Acquisition (the "Acquisition Collateral" and, together with the Pledgor Collateral, the "Collateral"):
(i) all of Acquisition's right, title and interest, whether now owned or hereafter acquired, in and to all equipment in all of its forms, wherever located, now or hereafter existing [(including, but not limited to, )], all fixtures and all parts thereof and all accessories thereto (any and all such equipment, fixtures, parts and accessions being the "Acquisition Equipment");
(ii) all of Acquisition's right, title and interest, whether now owned or hereafter acquired, in and to all accounts, chattel paper, instruments, deposit accounts, investment property, general intangib...
Pledge and Security Interest. CUC hereby pledges and lawfully grants to Telesource a security interest in and to the Escrow Account and all funds and assets at any time contained therein, whether in the form of cash, bonds, bills, notes, securities, other instruments, or other obligations, regardless of where or by which person or entity the Escrow Account or such funds or assets shall be held. For purposes of this Agreement and Telesource's continuing security interest in the Escrow Account, the Agent shall maintain at its principal office at the address stated above in ________________, ________________, the funds and other assets comprising the Escrow Account or evidence of record and/or beneficial ownership thereof in accordance with the terms of this Agreement. This Agreement and the Escrow Account shall secure, for the benefit of Telesource and its successors and assign, all current and future obligations of CUC to Telesource pursuant to the Contract and the Notes and any successor instrument thereto. Each party hereto agrees and covenants to take all such action as may be reasonably requested of it to perfect Telesource's first priority security interest in the Escrow Account; provided however, that such security interest shall not be superior to the Agent's rights to be compensated or indemnified in accordance with the terms hereof. Without the prior written consent of Telesource, CUC will not sell, assign, transfer or otherwise dispose of, grant any option with respect to, or mortgage, pledge or otherwise encumber to any person other than Telesource all or part of the Escrow Account or any interest therein. If there occurs any change in the law, rules or regulation or any judicial decision or any other event or circumstance pertaining to or affecting rights of creditors in bankruptcy or insolvency proceedings the result of which would be to increase the likelihood in Telesource's view that the Escrow Account would not or may not be available to Telesource for the purposes described herein and in the Contract, CUC agrees, upon Telesource's request, (i) to negotiate in good faith with Telesource changes in this Agreement and/or the entire mechanism by which CUC's obligations under the Contract and the Notes are secured and (ii) to permit Telesource to hold the balance of the Escrow Account in an account in Telesource's name in an institution selected by Telesource, which institution shall have a combined capital and surplus of not less than $100 million. Telesource shall bear it...
Pledge and Security Interest. As collateral security for the due and punctual payment and performance by Borrower of all of its obligations under the Loan Agreement and the other Loan Documents (collectively, the “Obligations”), Pledgor hereby pledges and assigns to Lender a continuing first priority security interest in and to the Collateral.
Pledge and Security Interest. (a) As collateral for the full and timely compliance of any and all of Pledgor's obligations under the Loan Agreement and the Guarantee Agreement, including, without limitation, payment and/or reimbursement of principal, payment of interest due, default interest, disbursements, consultants' and attorneys' fees due and payable and all other additional charges and amounts owed by the Company to the Pledgee (the "Secured Obligations"), the Pledgor hereby grants to LoJack a pledge of, first lien on and security interest in, the Pledged Stock (the "Pledge").
(b) Pursuant to Section 3217 of the Argentine Civil Code, the Secured Obligations amount to an estimated US$ 1,750,000 (U.S. dollars One Million Seven Hundred Fifty Thousand) on account of principal, plus any compensatory and late interest and any other additional charges and/or any other amount of money payable by the Pledgor and/or the Company to the Pledgee under the Loan Agreement and the Guarantee Agreement as well as all other obligations of undetermined and/or contingent value accrued thereunder.
(c) The Pledge shall be perfected on the date of this Agreement, by:
(i) providing notice thereof to the President of the Board of the Company on the terms contemplated in Exhibit II hereto;
(ii) the annotation in the Stock Registry Book of the Company of the Pledge on the Pledged Stock; and
(iii) delivery of the Certificates by the Pledgor to LoJack, with a legend, on the reverse of each Certificate, stating that the Pledged Stock is pledged and encumbered pursuant to the terms of this Agreement.
Pledge and Security Interest. Each Pledgor hereby unconditionally and irrevocably pledges, grants and hypothecates to the Pledgees, and grants to the Pledgees a continuing first priority security interest in, a first lien upon and a right of set-off against, all of its respective rights, titles and interests of whatsoever kind and nature in (the “Security Interest”), and to secure the complete and timely payment, performance and discharge in full, as the case may be, of all of the obligations pursuant to the Notes, the following (collectively, the “Pledged Collateral”):
(a) the shares of Common Stock owned by such Pledgor and set forth on Schedule A attached hereto (the “Pledged Shares”), and all dividends, cash, instruments and other property from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the Pledged Shares; and
(b) all proceeds of any and all of the foregoing Pledged Collateral, in whatever form (including, without limitation, proceeds that constitute property of the types described above).
Pledge and Security Interest. To secure the full and punctual payment and discharge of the Obligations, the Pledgor hereby pledges the Collateral to the Pledgee and grants to the Pledgee a continuing security interest in the Collateral. Such security interest of the Pledgee is junior to the security interest previously granted to the Koyah Collateral Agent, and subject to the terms and conditions of the Intercreditor Agreement (as defined below).
Pledge and Security Interest. In consideration of any extensions(s) of credit or other financial accommodations(s) now or hereafter given or continued by us, or any of its branches, agencies, offices, subsidiaries, or other affiliates (all of the foregoing, including us, being the “Secured Parties”) to you or any of you, and as security for the payment of all indebtedness, obligations and liabilities (whether direct or indirect, several or joint, matured or unmatured, liquidated or unliquidated, absolute or contingent, original or arising by purchase or assignment, and whether for principal, interest, attorney’s fees, other expenses, or any other amounts) which are now or hereafter owing to any of the Secured Parties by you or any of you (with or without other obligors) (all of such obligations and liabilities being the “Indebtedness”), you hereby assign transfer and pledge to the Secured Parties and grant the Secured Parties a security interest in all of the following, whether now or hereafter existing (the “Collateral”): (a) all Accounts (whether general or special, including without limitation deposits owned jointly or by the entireties), interest thereon, and balances and credits maintained with us or with any other Secured Party by you or any of you, (b) any and all other assets (including without limitation all notes, instruments, bonds, and securities) held at or in the possession and/or control of us or with any other Secured Party on behalf of you or any of you;
Pledge and Security Interest. To secure Pledgor's obligations to Pledgee to assume and fully discharge when due all of the Obligations and Pledgor's other obligations hereunder, Pledgor hereby pledges the Collateral to Pledgee and grants to Pledgee a continuing security interest in the Collateral.
Pledge and Security Interest. (a) As collateral security for the prompt payment and performance in full of the Obligations (as defined below), each Pledgor hereby delivers, pledges and grants to the Pledgee an irrevocable, first priority security interest in (i) all the securities, membership, partnership or other ownership interests or rights to purchase set forth on Schedule I attached hereto, and (ii) all securities, membership, partnership or other ownership interests obtained in the future by a Pledgor (collectively, the “Pledged Securities”), including, without limitation: (A) all of the Pledgors’ interests in respect of the Pledged Securities and Pledgors’ interests in all profits and distributions to which the Pledgors shall at any time be entitled in respect of such Pledged Securities and (B) to the extent not otherwise included, all proceeds, dividends, warrants, options, rights, instruments, and other property from time to time received or otherwise distributable in respect of or in exchange of any or all of the foregoing (collectively, the “Pledged Collateral”).
Pledge and Security Interest. (a) As collateral security for the prompt payment and performance in full of the Obligations (as defined below) and subject to the terms and provisions of that certain Intercreditor Agreement dated as of the date hereof between Pledgee and New EarthShell Corporation (the “Intercreditor Agreement”), each Pledgor hereby delivers, pledges and grants to the Pledgee, its successors and assigns, an irrevocable, first priority security interest in (i) all the securities, membership, partnership or other ownership interests or rights to purchase set forth on Schedule III attached hereto, and (ii) all securities, membership, partnership or other ownership interests obtained in the future by a Pledgor (collectively, the “Pledged Securities”), including, without limitation: (A) all of the Pledgors’ interests in respect of the Pledged Securities and Pledgors’ interests in all profits and distributions to which the Pledgors shall at any time be entitled in respect of such Pledged Securities and (B) to the extent not otherwise included, all proceeds, dividends, warrants, options, rights, instruments, and other property from time to time received or otherwise distributable in respect of or in exchange of any or all of the foregoing (collectively, the “Pledged Collateral”).