Pledged Note Clause Samples
A Pledged Note clause defines the terms under which a promissory note is used as collateral to secure an obligation, such as a loan. In practice, this clause specifies that the borrower delivers the note to the lender, granting the lender certain rights over the note if the borrower defaults on their obligations. For example, if the borrower fails to repay the loan, the lender may enforce the note or sell it to recover the owed amount. The core function of this clause is to provide the lender with additional security, reducing their risk by ensuring they have a tangible asset to claim in case of non-payment.
Pledged Note. The Pledged Note owned by the Pledgor is not and will not be subject to any contractual restriction upon the transfer of such Pledged Note (except for any such restriction contained herein and in the documentation of, and purchase agreement for, the Notes constituting the Pledged Note). The Pledgor has the right and requisite authority to pledge, assign, transfer, deliver, deposit and set over the Pledged Note pledged by the Pledgor to the Sellers for the benefit of the Secured Parties as provided herein.
Pledged Note. Grantors, without the prior written consent of Administrative Agent, will not (i) waive or release the payment obligations on the maturity date of the Pledged Note of any Person obligated under the Pledged Note or (ii) release any material portion of the collateral securing the obligations under the Pledged Note.
Pledged Note. The Pledged Note has been, to the knowledge of the Company, duly authorized, authenticated, issued, and delivered and is the legal, valid and binding obligation of the issuer thereof enforceable in accordance with its terms and is not in default.
Pledged Note. Notwithstanding anything to the contrary set forth in any Loan Document, the Company covenants and agrees that it shall not sell, assign, convey, contribute, dispose of or otherwise transfer, or (other than pursuant to the terms of this Agreement) grant or suffer to exist any Lien upon, any of its right, title or interest in the Pledged Note to any other Grantor, any Subsidiary, any Affiliate or any other Person.
Pledged Note. The Pledged Note, accompanied by an instrument of assignment in favor of the Administrative Agent, shall have been delivered to the Administrative Agent to be held as part of the Collateral pursuant to the Pledge Agreement. All such other actions shall have been taken as may be necessary or, in the opinion of the Administrative Agent, desirable to perfect the security interest purported to be created by the Pledge Agreement in the Pledged Note and the security therefor, and the Administrative Agent shall have received (i) an original loan policy of title insurance (ALTA 1970 Form B) issued by a title insurance company satisfactory to the Administrative Agent, insuring that the mortgage securing the Pledged Note has been assigned to the Administrative Agent and creates the lien it purports to create, (ii) assignments of all notes or other securities securing the Pledged Note, and (iii) such other evidence as it may reasonably require to confirm that this condition has been satisfied.
Pledged Note. Grantors, without the prior written consent of Collateral Agent, will not (i) except as otherwise permitted under Section 6.09(k) of the Credit Agreement, waive or release the payment obligations on the maturity date of the Pledged Note of any Person obligated under the Pledged Note or (ii) release any material portion of the collateral securing the obligations under the Pledged Note.
Pledged Note. Grantors shall provide to the Notes Collateral Agent copies of all material written notices (including notices of default) given or received with respect to the Pledged Note promptly after giving or receiving such notice.
Pledged Note. The Pledged Notes are in full force and effect and no default or event of default exists thereunder. The outstanding principal amount under the Banner Pledged Note as of the date hereof is $38,961,889.63. Except for the Banner Pledged Note, none of Banner or its Subsidiaries owes any intercompany receivable to any Group Company.
Pledged Note. Borrower shall deliver to Collateral Agent that certain promissory note issued by a charitable organization to the order of Borrower, as described in Schedule 3.6 of the Pledge and Security Disclosure Letter, and an accompanying note allonge executed in blank. Such action described above shall be completed within 10 days following the Closing Date (or such longer period as the Collateral Agent may agree in its sole discretion). Reference is made to the Credit and Guaranty Agreement, dated as of June 26, 2012 (as it may be amended, supplemented or otherwise modified, the “Credit Agreement”; the terms defined therein and not otherwise defined herein being used herein as therein defined), by and among Cypress Semiconductor Corporation, a Delaware corporation (“Borrower”), the guarantors from time to time party thereto, the lenders from time to time party thereto (the “Lenders”), ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Senior Funding, Inc., as administrative agent (together with its permitted successors in such capacity, “Administrative Agent”) and as collateral agent, the other Agents from time to time party thereto and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Bank, N.A., as Issuing Bank. Pursuant to Section [2.01][2.02][2.03] of the Credit Agreement, Borrower desires that Lenders make the following Loans to Borrower in accordance with the applicable terms and conditions of the Credit Agreement on [ ] (the “Credit Date”): Term Loans ¨ Base Rate Loans: $ [ , , ] ¨ Eurodollar Rate Loans, with an initial Interest Period of month(s): $ [ , , ] Revolving Loans ¨ Base Rate Loans: $ [ , , ] ¨ Eurodollar Rate Loans, with an initial Interest Period of month(s): $ [ , , ] Swing Line Loans: $ [ , , ] Borrower hereby certifies that:
(i) after making the Credit Extensions requested on the Credit Date, the Total Utilization of Revolving Commitments shall not exceed the Revolving Commitments then in effect;
(ii) as of the Credit Date, the representations and warranties contained in the Credit Agreement and the other Credit Documents are true and correct in all material respects on and as of such Credit Date to the same extent as though made on and as of such date, except to the extent such representations and warranties specifically relate to an earlier date, in which case such representations and warranties were true and correct in all material respects on and as of such earlier date; provided that, in each case, such materiality qualifier shall not be applicable to any representations and warranties that already are quali...
Pledged Note. The Agent shall have received (i) a Subsidiary Note made by Berg ▇▇▇ctronics, AB as collateral under the Borrower Note Pledge Agreement and (ii) a Supplement thereunder in form and substance reasonably satisfactory to the agent thereto.