FOREIGN SUBSIDIARY PLEDGE AGREEMENTS means pledge and security agreements or other agreements entered into in connection with the First Amendment or in accordance with Section 9.11 that are valid and enforceable under the laws of the foreign jurisdictions in which the Material First-Tier Foreign Subsidiaries are organized, in each case at the Administrative Agent’s request and in form and substance reasonably satisfactory to the Administrative Agent, pursuant to which the Administrative Agent, for the benefit of the Secured Parties and as security for the Obligations, is granted a security interest (or the equivalent under the applicable foreign laws) in sixty-five percent (65%) of the total outstanding Capital Stock entitled to vote (within the meaning of Treas. Reg. Section 1.956-2(c)(2)) and one hundred percent (100%) of the Capital Stock not entitled to vote (within the meaning of Treas. Reg. Section 1.956-2(c)(2)) of each Material First-Tier Foreign Subsidiary.
FOREIGN SUBSIDIARY PLEDGE AGREEMENTS means, collectively, (a) the U.K./FKE Pledge Agreement, (b) the U.K./Saban U.K. Pledge Agreement, (c) the Deed of Pledge dated the Phase II Closing Date among FKE Holdings, T.V.10 and the Administrative Agent, (d) the Amended and Restated Pledge Agreement of Shares dated the Phase II Closing Date among Saban, Saban International, N.V. and the Administrative Agent, (e) the Pledge Agreement dated the Phase II Closing Date between Saban and the Administrative Agent, (f) the Deed of Pledge of Shares dated the Phase II Closing Date among FKE Holdings, Fox Kids Network, Fox Kids France SARL and the Administrative Agent, (g) the Deed of Pledge of Shares dated the Phase II Closing Date among Saban, Saban International Paris SARL and the Administrative Agent and (h) each of the other pledge agreements, assignment agreements (or other similar documents) governed by the laws of a jurisdiction outside of the United States of America that is delivered pursuant to Section 5.02(j), in each of the foregoing cases as amended, supplemented or otherwise modified hereafter from time to time in accordance with the terms hereof and Section 9.01.
FOREIGN SUBSIDIARY PLEDGE AGREEMENTS the collective reference to (a) the Pledge Agreements delivered on or before the Amendment and Restatement Effective Date pledging not more than 65% of the shares of Capital Stock of Foreign Subsidiaries held by any Domestic Subsidiary and (b) any Pledge Agreements delivered pursuant to Section 9.6(d).
More Definitions of FOREIGN SUBSIDIARY PLEDGE AGREEMENTS
FOREIGN SUBSIDIARY PLEDGE AGREEMENTS means pledge and security agreements or other agreements valid and enforceable under the laws of the foreign jurisdictions in which the Material First-Tier Foreign Subsidiaries are organized and in form and substance reasonably satisfactory to the Administrative Agent pursuant to which the Administrative Agent, for the benefit of the Secured Parties and as security for the Obligations, is granted a security interest (or the equivalent under the applicable foreign laws) in sixty-five percent (65%) of the total outstanding voting Capital Stock (and one hundred percent (100%) of the non-voting Capital Stock) of each Material First-Tier Foreign Subsidiary (except as otherwise permitted by Section 9.11(b) with respect to the Capital Stock of Fossil Gibraltar).
FOREIGN SUBSIDIARY PLEDGE AGREEMENTS means pledge and security agreements or other agreements entered into on or after the occurrence of a Collateral and Guaranty Trigger Event in accordance with Section 9.11 that are valid and enforceable under the laws of the foreign jurisdictions in which the Material First-Tier Foreign Subsidiaries are organized and in form and substance reasonably satisfactory to the Administrative Agent pursuant to which the Administrative Agent, for the benefit of the Secured Parties and as security for the Obligations, is granted a security interest (or the equivalent under the applicable foreign laws) in sixty-five percent (65%) of the total outstanding voting Capital Stock (and one hundred percent (100%) of the non-voting Capital Stock) of each Material First-Tier Foreign Subsidiary.
FOREIGN SUBSIDIARY PLEDGE AGREEMENTS has the meaning specified in Section 3.01(i)(x)(G).
FOREIGN SUBSIDIARY PLEDGE AGREEMENTS set forth in Section 1.01 of the Credit Agreement is hereby restated in its entirety to read as follows:
FOREIGN SUBSIDIARY PLEDGE AGREEMENTS means, collectively, (a) the Amended and Restated Pledge Agreement of Shares dated the Phase II Closing Date among Saban, SINV and the Administrative Agent, (b) the Pledge Agreement dated the Phase II Closing Date between Saban and the Administrative Agent, (c) the Deed of Pledge of Shares dated the Phase II Closing Date among Saban, Saban International Paris SARL and the Administrative Agent, (d) the Pledge Agreement of Shares dated on or prior to the European Subsidiaries Restructuring Effective Date among Saban, certain of its Subsidiaries and the Administrative Agent and (e) each of the other pledge agreements, assignment agreements (or other similar documents) governed by the laws of a jurisdiction outside of the United States of America that is delivered pursuant to Section
FOREIGN SUBSIDIARY PLEDGE AGREEMENTS has the meaning specified in Section 3.01(h)(ix)(D).
FOREIGN SUBSIDIARY PLEDGE AGREEMENTS means pledge and security agreements or other agreements entered into in connection with the First Amendment or in accordance with Section 9.11 that are valid and enforceable under the laws of the foreign jurisdictions in which the Material First-Tier Foreign Subsidiaries are organized, in each case at the Administrative Agent’s request and in form and substance reasonably satisfactory to the Administrative Agent, pursuant to which the Administrative Agent, for the benefit of the Secured Parties and as security for the Obligations, is granted a security interest (or the equivalent under the applicable foreign laws) in sixty-five percent (65%) of the total outstanding Capital Stock entitled to vote (within the meaning of Treas. Reg. Section 1.956-2(c)(2)) and one hundred percent (100%) of the Capital Stock not entitled to vote (within the meaning of Treas. Reg. Section 1.956-2(c)(2)) of each Material First- Tier Foreign Subsidiary.