Pledge of Ownership Interests. [Note to bidders: This section is applicable only if Seller is a special purpose entity.] Concurrently with the execution of this Agreement, Seller’s equity holders shall execute and file such agreements, documents, instruments, and other writings as Buyer may request, all in form and substance satisfactory to Buyer, to give Buyer a perfected security interest in and lien on all ownership interests in Seller as security for Seller’s performance and any amounts owed by Seller to Buyer pursuant to this Agreement (the “Pledge Interest”). The Pledge Interest shall be subordinate in right of payment, priority and remedies only to the interests of the financiers for the Facility contemplated by Section 2.2.3 and approved by Buyer.
Pledge of Ownership Interests. Subparagraph (1) of Subsection (b) of Section 6 of the Loan Agreement is hereby amended to read as follows:
Pledge of Ownership Interests. On or before the Effective Date, Seller’s equity holders shall execute and file such agreements, documents, instruments, and other writings as PacifiCorp may request, all in form and substance satisfactory to PacifiCorp, to give PacifiCorp a perfected security interest in and lien on all ownership interests in Seller as security for Seller’s performance and any amounts owed by Seller to PacifiCorp pursuant hereto (the “Pledge Interest”). The Pledge Interest shall be subordinate in right of payment, priority and remedies only to the interests of the Senior Lenders.
