Pledge of Shares. Borrower hereby pledges, assigns and grants to Bank, a security interest in all the Shares, together with all proceeds and substitutions thereof, all cash, stock and other moneys and property paid thereon, all rights to subscribe for securities declared or granted in connection therewith, and all other cash and noncash proceeds of the foregoing, as security for the performance of the Obligations. On the Closing Date, or, to the extent not certificated as of the Closing Date, within ten (10) days of the certification of any Shares, the certificate or certificates for the Shares will be delivered to Bank, accompanied by an instrument of assignment duly executed in blank by Borrower. To the extent required by the terms and conditions governing the Shares, Borrower shall cause the books of each entity whose Shares are part of the Collateral and any transfer agent to reflect the pledge of the Shares. Upon the occurrence of an Event of Default hereunder, Bank may effect the transfer of any securities included in the Collateral (including but not limited to the Shares) into the name of Bank and cause new (as applicable) certificates representing such securities to be issued in the name of Bank or its transferee. Borrower will execute and deliver such documents, and take or cause to be taken such actions, as Bank may reasonably request to perfect or continue the Shares. Unless an Event of Default shall have occurred and be continuing, Borrower shall be entitled to exercise any voting rights with respect to the Shares and to give consents, waivers and ratifications in respect thereof, provided that no vote shall be cast or consent, waiver or ratification given or action taken which would be inconsistent with any of the terms of this Agreement or which would constitute or create any violation of any of such terms. All such rights to vote and give consents, waivers and ratifications shall terminate upon the occurrence and continuance of an Event of Default.
Pledge of Shares. The Company acknowledges and agrees that the Shares may be pledged by the Buyer and that such pledge of the Shares shall not be deemed to be a transfer, sale or assignment of the Shares hereunder, and, except as required by applicable Law, the Buyer shall not be required to provide the Company with any notice thereof or otherwise make any delivery to the Company pursuant to this Agreement; provided, however, that the Buyer and its pledgee shall be required to provide notice to the Company and comply with the applicable provisions hereof, including the requirements of Section 2(l), in order to effect (and otherwise in connection with) any sale, transfer or assignment of the Shares to such pledgee.
Pledge of Shares. Upon issuance and sale of the Shares to Participant, Participant shall deliver the certificate(s) representing the Shares to the Company, along with appropriate stock powers executed by Participant, to secure performance by Participant of his obligations under this Agreement. Participant agrees that in the event that any stock dividends, stock splits, reclassification, or other change is declared or made in the capital structure of the Company, all new, substituted and additional shares, or other securities, issued by reason of such change in respect to Shares that have not "vested" (as defined in Paragraph 3 hereof), shall be delivered forthwith to the Company and shall be held by the Company under the terms of this Agreement. The Company shall release from this pledge and deliver to Participant the certificate(s) representing any Shares that become "vested" as soon as reasonably practicable after they have become "vested", together with any additional shares or other securities under this pledge which may have been issued in respect to such "vested" Shares by reason of a change in the capital structure of the Company as provided above.
Pledge of Shares. The shares of stock of the Seller which have been pledged pursuant to the Stock Pledge Agreement constitute all of the issued and outstanding shares of the Seller.
Pledge of Shares. To protect us if you are in default on any credit extended or cash advanced under this account, you pledge all of your shares, deposits, payments and divi- dends which may be received, whether held jointly or indi- vidually, up to the amount of your outstanding balance. The foregoing pledge includes the right to apply funds available to you in any jointly held account on your date of death. This does not include your individual retirement account (IRA). We may take all the shares needed by us to repay your credit extension or cash advance. If it is necessary to take all of your shares for the payment of this account, you understand your membership in PenFed may end. Collateral securing other loans with the credit union may also secure this loan.
Pledge of Shares. The Company acknowledges and agrees that the Shares may be pledged by the Purchasers in connection with a bona fide margin agreement or other loan or financing arrangement that is secured by the Shares. The pledge of Shares shall not be deemed to be a transfer, sale or assignment of the Shares hereunder, and in effecting a pledge of Shares the Purchasers shall not be required to provide the Company with any notice thereof or otherwise make any delivery to the Company pursuant to this Agreement. The Company hereby agrees to execute and deliver such documentation as a pledgee of the Shares may reasonably request in connection with a pledge of the Shares to such pledgee by the Purchasers.
Pledge of Shares. Borrower pledges, assigns and grants to Bank a security interest in all the Shares held or owned of record by Borrower, together with all proceeds and substitutions thereof, all cash, stock and other moneys and property paid thereon, all rights to subscribe for securities declared or granted in connection therewith, and all other cash and noncash proceeds of the foregoing, as security for the performance of the Obligations. On the Closing Date, the certificate or certificates for the Shares will be delivered to Bank, accompanied by instruments of assignment duly executed in blank by Borrower. To the extent required by the terms and conditions governing the Shares, Borrower shall cause the books of each entity whose Shares are part of the Collateral and any transfer Bank to reflect the pledge of the Shares. Unless an Event of Default shall have occurred and be continuing, Borrower shall be entitled to exercise any voting rights with respect to the relevant Shares and to give consents, waivers and ratifications in respect thereof, provided that no vote shall be cast or consent, waiver or ratification given or action taken which would be inconsistent with any of the terms of this Agreement or which would constitute or create any violation of any of such terms. All such rights to vote and give consents, waivers and ratifications shall be suspended upon the occurrence and continuance of an Event of Default.
Pledge of Shares. 2.1 To secure the repayment of the Principal Sum and the Interest Amount, the Executive shall pledge to the Company any shares of the Common Stock of the Company, no par value, which may be acquired on or after the date hereof by the Executive (whether or not acquired using the proceeds of the loan made hereunder) (the "Pledged Shares"). Shares acquired by the Executive which are subject to restrictions on transfer ("Restricted Shares") shall be deemed Pledged Shares immediately upon the lapse of such restrictions. To perfect such security interest, the Executive shall deliver to the Company immediately upon receipt any stock certificates representing any Pledged Shares (or, with respect to Restricted Shares which were being held in escrow until the restrictions lapsed, the Executive shall direct that such Restricted Shares be delivered to the Company by the escrow agent immediately upon the lapse of the applicable restrictions). All stock certificates delivered by the Executive (or by such escrow agent) to the Company hereunder shall be accompanied by stock powers duly endorsed in blank and medallion signature guaranteed. Until such time, if any, that the Company forecloses on the Pledged Shares, the Executive shall be entitled to retain cash dividends and cash distributions (if any) in respect of, and any voting rights incident to, the Pledged Shares. 4 2.2 The Executive acknowledges and agrees that the loan made hereunder is a full-recourse loan, and if the value of the Pledged Shares is not sufficient to repay the Principal Sum and the Interest Amount, the Executive shall be liable to the Company for the repayment in full on the Repayment Date of the Principal Sum and the Interest Amount.
Pledge of Shares. The Shares may be pledged by Purchaser in connection with a bona fide margin agreement or other loan or financing arrangement that is secured by the Shares. Such pledge shall not be deemed to be a transfer, sale or assignment of the Shares, and if Purchaser effects such pledge, it shall not be required to provide the Company with any notice thereof or otherwise make any delivery to the Company pursuant to any Transaction Document, except for such delivery as may be reasonably necessary for the Company to perform its obligations under the next sentence; provided that Purchaser and the pledgee shall be required to comply with the provisions of Article V hereof in order to effect a sale, transfer or assignment of the Shares to or by such pledgee. At Purchaser’s expense, the Company hereby agrees to execute and deliver such documentation as a pledgee of New Common Stock may reasonably request in connection with such pledge.
Pledge of Shares. If payment for the purchase of Shares under this Option is made through execution and delivery of a Recourse Note(s), effective upon Optionee's purchase(s) of the Shares and the delivery of the Note(s), in order to secure the Company's obligations under the Note(s), Optionee hereby pledges, assigns and sets over to the Company, and grants to the Company a security interest in, the Shares. The Shares pledged pursuant hereto shall be maintained in escrow with Atlas, Peaxxxxx X.A. pursuant to the terms of a Pledge and Escrow Agreement previously used by the Company for similar purposes, which shall be executed by Optionee and the Company upon delivery of a Note(s). As long as any Shares remain subject to the lien of the Pledge, such Shares may not be further pledged or encumbered in any manner, and shall not be sold, transferred or otherwise disposed of. The Escrow Agent shall not be required to relinquish the Pledge or the Escrow Agent's possession of the certificates evidencing the Shares, unless no later than concurrently with the sale of the Shares pursuant to an S-8 Registration, all Notes which are secured by such Shares are paid in full. In the event any of the Shares are to be titled in the name of an immediate family member of Optionee or a trust pursuant to the terms herein, as a condition thereto the designated title holder(s) of such Shares shall execute and deliver to the Company a pledge and escrow agreement, in form and content reasonably satisfactory to the Company and its counsel, consistent with the terms herein. No transfer of Shares to, or designation by Optionee of (for the purposes of owning Shares) any person or entity shall relieve Optionee of any of his obligations under the Note(s) or this Agreement. With respect to each Note under which a voluntary prepayment is made by Optionee, provided that interest payments on such Note are current through the date of prepayment and such Note is not in default and has not been accelerated, for each $13,500 of principal paid by Optionee under such Note, 10,000 Shares of the Shares pledged to secure such Note shall be released from the lien of the Pledge. As long as no event of default has occurred with respect to a Note and no event giving right to accelerate such Note has occurred, Optionee shall retain all voting rights with respect to all Shares securing such Note. Following an event of default or an acceleration event, the Company shall have and may exercise all voting rights with respect to ...
