Subsidiary Pledge Sample Clauses

Subsidiary Pledge. Upon the creation or acquisition of any Subsidiary, the Parent shall cause such Subsidiary to execute and deliver a Joinder Agreement and such other documentation as the Agent may request to cause such Subsidiary to evidence, perfect, or otherwise implement the guaranty and security for repayment of the Obligations contemplated by the Master Guaranty and the Amended and Restated Master Security Agreement.
Sample 1Sample 2See All (6)
AutoNDA by SimpleDocs
Subsidiary Pledge. Upon the creation or acquisition of any Subsidiary that is not an Insignificant Subsidiary or if any Insignificant Subsidiary's net worth or total assets increases so that it is no longer an Insignificant Subsidiary, the Borrower shall cause such Subsidiary to execute and deliver to Agent a Guaranty, a Subsidiary Security Agreement and such other documentation as the Agent may request to cause such Subsidiary to evidence, perfect or otherwise implement the guaranty and security for the repayment of the Obligations contemplated by a
Sample 1
Subsidiary Pledge. 38 (c) Borrower Pledge of Subsidiary Stock . . . . . . . . . . . . . . . . . . . . . . . . 38 Section 9.11 ERISA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38
Sample 1
Subsidiary Pledge. 23 Section 9.6 Further Agreement by Guarantor............................24
Sample 1
Subsidiary Pledge. To secure the prompt payment and performance of all of the Obligations under the Loan Documents and its guarantee made in this Article 9, Guarantor hereby grants to Lender a continuing security interest in all of Guarantor's assets or property whether real, personal or mixed, or tangible or intangible, wheresoever located, now owned or hereafter acquired by Guarantor, including without limitation, all Accounts, Certificated Securities, Chattel Paper, Contract Rights, Deposit Accounts, Documents, Equipment, Financial Assets, Fixtures, General Intangibles, Goods, Instruments, Inventory, Investment Property, Security Entitlements, Uncertificated Securities, Commercial Tort Claims, Software, Letter of Credit Rights and all Proceeds thereof (as each such defined term is defined in the UCC) and to the extent not included in the foregoing, all property and assets of any kind or description owned by Guarantor, all of such assets and property (together with the "Collateral" of Borrower pursuant to Section 3.1 hereof) being collectively hereinafter the "Collateral."
Sample 1
Subsidiary Pledge. Upon the creation or acquisition of any Subsidiary, Holding shall cause such Subsidiary to execute and deliver to Agent a Subsidiary Guaranty, a Subsidiary Security Agreement, a Mortgage and such other documentation as the Agent may request to cause such Subsidiary to evidence, perfect or otherwise implement the guaranty and security for the repayment of the Obligations contemplated by a Subsidiary Guaranty, Subsidiary Security Agreement and Mortgage. If any Subsidiary is created or acquired after the Closing Date, the Borrower shall execute and deliver to the Agent an amendment to the Borrower Security Agreement describing as collateral thereunder the stock of or other ownership interest in the new Subsidiary and the Borrower shall deliver the certificates representing such stock or other interests to the Agent together with undated stock or other powers duly executed in blank. Section 11.10
Sample 1
Subsidiary Pledge. Within forty-five days of the creation or acquisition of any Subsidiary, other than the creation or acquisition of a Restricted Group Member or an Acquisition Subsidiary, the Parent shall cause such Subsidiary to execute and deliver a Subsidiary Joinder Agreement and such other documentation as the Agent may request to cause such Subsidiary to evidence, perfect, or otherwise implement the guaranty and security for repayment of the Obligations contemplated by a THIRD AMENDED AND RESTATED CREDIT AGREEMENT, Page 41 Guaranty, the Subsidiary Security Agreement and, if applicable, a Subsidiary Pledge Agreement. Upon the earlier to occur of: (i) the date that is nine months from the date of the creation of any Acquisition Subsidiary (that is not a Restricted Group Member) or (ii) the date that is forty-five days after the date of the consummation of the acquisition for which the Acquisition Subsidiary was created, the Parent shall cause such Acquisition Subsidiary (that is not a Restricted Group Member) to execute and deliver a Subsidiary Joinder Agreement and such other documentation as the Agent may request to cause such Acquisition Subsidiary to evidence, perfect, or otherwise implement the guaranty and security for repayment of the Obligations contemplated by a Guaranty, the Subsidiary Security Agreement and, if applicable, a Subsidiary Pledge Agreement. Within forty-five days of the creation or acquisition of any Restricted Group Member (other than Friends LP and FGP) which is not restricted by law or agreement from joining as an Obligated Party, the Parent shall cause such Restricted Group Member to execute and deliver a Subsidiary Joinder Agreement and such other documentation as the Agent may request to cause such Restricted Group Member to evidence, perfect, or otherwise implement the guaranty and security for repayment of the Obligations contemplated by a Guaranty, the Subsidiary Security Agreement and, if applicable, a Subsidiary Pledge Agreement; provided, however, if such Restricted Group Member is an Acquisition Subsidiary, then such execution and delivery shall take place before the earlier to occur of: (i) the date that is nine months from the date of the creation of such Restricted Group Member or (ii) the date that is forty-five days after the date of the consummation of the acquisition for which such Restricted Group Member was created.
Sample 1
AutoNDA by SimpleDocs

Related to Subsidiary Pledge

  • Equity Pledge 2.1 The Pledgors hereby agree to pledge, in accordance with the terms of this Agreement, their lawfully owned and disposable equity interests aggregately constituting 100% of the Company’s equity interests, to the Pledgee as joint and several security for the performance of the Contractual Obligations and the repayment of the Secured Indebtedness by the Pledgors and the Company.

  • No Pledge This Agreement shall not be deemed to represent a pledge of any interest in the Mortgage Loan by the Noteholders. Except as otherwise provided in this Agreement and the Servicing Agreement, no Non-Lead Noteholder shall have any interest in any property taken as security for the Mortgage Loan, provided, however, that if any such property or the proceeds of any sale, lease or other disposition thereof shall be received, then each Non-Lead Noteholder shall be entitled to receive its share of such application in accordance with the terms of this Agreement and/or the Servicing Agreement.

  • Certain Pledges Any Lender may at any time pledge or assign a security interest in all or any portion of its rights under this Agreement (including under its Note, if any) to secure obligations of such Lender, including any pledge or assignment to secure obligations to a Federal Reserve Bank; provided that no such pledge or assignment shall release such Lender from any of its obligations hereunder or substitute any such pledgee or assignee for such Lender as a party hereto.

  • Continuous Pledge Subject to Section 2.4, the Pledgor will, at all times, keep pledged to the Lender pursuant hereto all Pledged Shares and all other shares of capital stock constituting Collateral, all Dividends and Distributions with respect thereto, and all other Collateral and other securities, instruments, proceeds, and rights from time to time received by or distributable to the Pledgor in respect of any Collateral.

  • Stock Pledge Agreement The term "Stock Pledge Agreement" shall have the meaning set forth in Section 6.3(xiii).

  • Subsidiary Guaranties SECTION 11.01.

  • NO STRIKE PLEDGE The Union agrees that during the life of this Agreement, its agents, or its members shall not authorize, instigate, aid, or engage in any work stoppage, slowdown, sick-out, refusal to work, picketing, or strike against the District. If, during the life of this Agreement, the employees, for whatever reason engage in the aforementioned provisions, the Union shall immediately publicly order the striking employees to discontinue such action through the local media. Failure of the Union to take such action shall be subject to enforcement by the ordinary process of law.

  • Additional Guarantors and Grantors Subject to any applicable limitations set forth in the Security Documents, the Borrower will cause each direct or indirect Domestic Subsidiary (excluding any Excluded Subsidiary) formed or otherwise purchased or acquired after the Original Closing Date (including pursuant to a Permitted Acquisition) and each other Domestic Subsidiary that ceases to constitute an Excluded Subsidiary to, within 30 days from the date of such formation, acquisition or cessation, as applicable (or such longer period as the Administrative Agent may agree in its reasonable discretion), and Borrower may at its option cause any Subsidiary to, execute a supplement to each of the Guarantee, the Pledge Agreement and the Security Agreement in order to become a Guarantor under the Guarantee and a grantor under such Security Documents or, to the extent reasonably requested by the Collateral Agent, enter into a new Security Document substantially consistent with the analogous existing Security Documents and otherwise in form and substance reasonably satisfactory to such Collateral Agent and take all other action reasonably requested by the Collateral Agent to grant a perfected security interest in its assets to substantially the same extent as created by the Credit Parties on the Original Closing Date (including, without limitation, in the case of a Foreign Subsidiary causing such Foreign Subsidiary to execute guarantees and security agreements compatible with the laws of such Foreign Subsidiary’s jurisdiction in form and substance reasonably satisfactory to the Collateral Agent). Notwithstanding anything in any Credit Document to the contrary, as of the 2014 July Repricing Effective Date: (i) FDR Limited, Money Network Financial, LLC and TeleCheck Services, Inc. are each released as Guarantors under the Credit Documents, (ii) FDR Limited shall be deemed a Foreign Subsidiary for purposes of any requirement relating to the pledge of Equity Interests in FDR Limited and (iii) unless the Borrower notifies the Administrative Agent otherwise prior to the time such release would apply, any Guarantor shall be automatically cease to be a Guarantor under the Credit Documents and in such capacity will be automatically released from the Guarantees (and for the avoidance of doubt each other Security Document) to the extent such Guarantor ceases to be a wholly-owned Domestic Subsidiary of the Borrower and the value of such Guarantor at such time (when aggregated with the value (at the time of release) of all prior Guarantors that have ceased to be Guarantors pursuant to this clause (iii)), does not exceed (a) 10% of Consolidated EBITDA as of the most recently ended Test Period plus (b) the amount of Investments that would be permitted to be made pursuant to Section 10.5 (other than clause (g)(i)(c) thereto) with respect to such Subsidiary (as such Subsidiary exists after ceasing to be a Guarantor), it being understood such usage shall reduce the amounts that would otherwise available for such Investments. It is understood and agreed that this paragraph does not authorize the release of all or substantially all of the Guarantors under the Guarantees or the release of all or substantially all of the Collateral under the Security Documents.

  • Parent Guarantee (a) The Parent Guarantor will hereby irrevocably and unconditionally guarantee on a senior basis, as a primary obligor and not merely as a surety, to each Holder, the Trustee, the Collateral Agent and their successors and assigns the Guaranteed Obligations. The Parent Guarantor further agrees that the Guaranteed Obligations may be extended or renewed, in whole or in part, without notice or further assent from the Parent Guarantor, and that no extension or renewal of any Guaranteed Obligation shall release the obligations of the Parent Guarantor hereunder. The obligations of the Parent Guarantor hereunder shall be joint and several with the Subsidiary Guarantees of the Subsidiary Guarantors. The Parent Guarantor waives presentation to, demand of payment from and protest to the Issuer of any of the Guaranteed Obligations and also waives notice of protest for nonpayment. The Parent Guarantor waives notice of any default under the Securities or the Guaranteed Obligations. The obligations of the Parent Guarantor hereunder shall not be affected by (i) the failure of any Holder, the Trustee or the Collateral Agent to assert any claim or demand or to enforce any right or remedy against the Issuer or any other Person under this Indenture, the Securities or any other agreement or otherwise; (ii) any extension or renewal of this Indenture, the Securities or any other agreement; (iii) any rescission, waiver, amendment or modification of any of the terms or provisions of this Indenture, the Securities or any other agreement; (iv) the release of any security held by the Collateral Agent on behalf of each Holder and the Trustee for the Guaranteed Obligations or any Subsidiary Guarantor; or (v) the failure of any Holder, the Trustee or the Collateral Agent to exercise any right or remedy against any other guarantor of the Guaranteed Obligations. The Parent Guarantor hereby waives any right to which it may be entitled to have its obligations hereunder divided among itself and the Subsidiary Guarantors, such that the Parent Guarantor’s obligations would be less than the full amount claimed. The Parent Guarantor hereby waives any right to which it may be entitled to have the assets of the Issuer first be used and depleted as payment of the Issuer’s or the Parent Guarantor’s obligations hereunder prior to any amounts being claimed from or paid by the Parent Guarantor hereunder. The Parent Guarantor hereby waives any right to which it may be entitled to require that the Issuer be sued prior to an action being initiated against the Parent Guarantor. The Parent Guarantor further agrees that its Parent Guarantee constitutes a guarantee of payment, performance and compliance when due (and not a guarantee of collection) and waives any right to require that any resort be had by any Holder, the Trustee or the Collateral Agent to any security held for payment of the Guaranteed Obligations.

  • Subsidiaries Guaranty At any time after the execution and delivery thereof, the Subsidiaries Guaranty or any provision thereof shall cease to be in full force or effect as to any Subsidiary Guarantor, or any Subsidiary Guarantor or any Person acting by or on behalf of such Subsidiary Guarantor shall deny or disaffirm such Subsidiary Guarantor's obligations under the Subsidiaries Guaranty or any Subsidiary Guarantor shall default in the due performance or observance of any term, covenant or agreement on its part to be performed or observed pursuant to the Subsidiaries Guaranty; or

Time is Money Join Law Insider Premium to draft better contracts faster.