Common use of PLEDGOR Clause in Contracts

PLEDGOR. AMICUS ONE LEGAL SUPPORT SERVICES, INC., a New York corporation By:________________________________ Name:___________________________ Title:__________________________ SECURED PARTIES: LITIGATION RESOURCES OF AMERICA, INC., a Texas corporation By:_______________________________________________ Name:_______________________________________ Title:______________________________________ LITIGATION RESOURCES OF AMERICA-NORTHEAST, INC., a New York corporation By:_______________________________________________ Name:_______________________________________ Title:______________________________________ EXHIBIT I-2 ESCROW AGREEMENT This Escrow Agreement (the "Agreement") is dated effective as of the __th day of September __, 1997, by and between LITIGATION RESOURCES OF AMERICA- NORTHEAST, INC., a New York corporation (the "Buyer"), LITIGATION RESOURCES OF AMERICA, INC., a Texas corporation which is the owner of all of the authorized and issued capital stock of the Buyer (the "Parent"), and AMICUS ONE LEGAL SUPPORT SERVICES, INC., a New York corporation (the "Seller") and Xxxxxxx X. Xxxxxx, a resident of New Jersey, individually ("Portas"), Xxxxxx X. Xxxxxxxx, a resident of New York, individually ("Xxxxxxxx"), Xxxx Xxxxxxxx, a resident of New York, individually ("Xxxxxxxx") and Xxxxxx Xxxxxxx, a resident of New York, individually ("Breshin") (Portas, Spinozzi, Xxxxxxxx and Breshin being collectively referred to sometimes as the "Seller's Stockholders"), and Xxxxxx X. Xxxxxxxx, Esq., as escrow Agent (the "Escrow Agent"). All defined terms contained in this Agreement shall have the meanings ascribed to them in the Agreement of Purchase and Sale of Assets Purchase Agreement, dated September __, 1997 by and between the Buyer, Parent, Seller and Seller's Stockholders (the "Purchase Agreement"), or the Pledge Agreement (as such term is defined in the Purchase Agreement), unless otherwise specifically indicated. Parent, Buyer, Seller, Seller's Stockholders and Escrow Agent are sometimes hereinafter referred to collectively as the "Parties" and individually as a "Party".

PLEDGOR. AMICUS ONE LEGAL SUPPORT SERVICESPLEDGEE: ------- ------- CONTINENTAL CARIBBEAN UNITED STATES TRUST COMPANY CONTAINERS, INC.. OF NEW YORK, a New York corporation By:as Collateral Agent By:/s/Xxxx Xxxxx By:/s/Xxxxxxxx Xxxxxxx --------------------------- ---------------------------- Name: Xxxx Xxxxx Name: Xxxxxxxx Xxxxxxx Title: Vice President Title: Assistant Vice President State of ) ) County of ) Sworn and subscribed to before me by ____________________ and _____________________, as representatives of the appearing parties whom I personally know and who are of legal age, _______________, the first and ________________ the second, and residents of ________________________________ Name:___________________________ Title:__________________________ SECURED PARTIES: LITIGATION RESOURCES OF AMERICA, INC., a Texas corporation By:and __________________________________, respectively. In _____________ Name:_________, ______________________, this _____ day of December, 1996 _______________________________ Title:______________________________________ LITIGATION RESOURCES OF AMERICA-NORTHEASTNOTARY PUBLIC U-6 EXHIBIT V --------- PERSONAL PROPERTY MORTGAGE AND AFFIDAVIT THIS MORTGAGE, made this 17th day of December, 1996, by CONTINENTAL CARIBBEAN CONTAINERS, INC.. as mortgagor (the "MORTGAGOR"), a corporation organized and existing under the laws of the State of Delaware duly qualified and authorized to do business in the Commonwealth of Puerto Rico (the "Commonwealth"), with principal offices and place of business at Parque Central Avenue, Bairoa Industrial Park, Bairoa, Caguas, Puerto Rico 00652 in favor of UNITED STATES TRUST COMPANY OF NEW YORK, a New York corporation By:_______________________________________________ Name:_______________________________________ Title:______________________________________ EXHIBIT I-2 ESCROW AGREEMENT This Escrow Agreement with offices at 000 Xxxx 00xx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as collateral agent and as trustee (the "AgreementMORTGAGEE") is ), under that certain Indenture dated effective as of the __th day of September __December 17, 19971996, by among Plastic Containers, Inc. Mortgagor, Continental Plastic Containers, Inc. and between LITIGATION RESOURCES OF AMERICA- NORTHEAST, INC., a New York corporation Mortgagee (the "BuyerIndenture"), LITIGATION RESOURCES OF AMERICA, INC., a Texas corporation which is the owner of all of the authorized and issued capital stock of the Buyer (the "Parent"), and AMICUS ONE LEGAL SUPPORT SERVICES, INC., a New York corporation (the "Seller") and Xxxxxxx X. Xxxxxx, a resident of New Jersey, individually ("Portas"), Xxxxxx X. Xxxxxxxx, a resident of New York, individually ("Xxxxxxxx"), Xxxx Xxxxxxxx, a resident of New York, individually ("Xxxxxxxx") and Xxxxxx Xxxxxxx, a resident of New York, individually ("Breshin") (Portas, Spinozzi, Xxxxxxxx and Breshin being collectively referred to sometimes as the "Seller's Stockholders"), and Xxxxxx X. Xxxxxxxx, Esq., as escrow Agent (the "Escrow Agent"). All defined terms contained in this Agreement shall have the meanings ascribed to them in the Agreement of Purchase and Sale of Assets Purchase Agreement, dated September __, 1997 by and between the Buyer, Parent, Seller and Seller's Stockholders (the "Purchase Agreement"), or the Pledge Agreement (as such term is defined in the Purchase Agreement), unless otherwise specifically indicated. Parent, Buyer, Seller, Seller's Stockholders and Escrow Agent are sometimes hereinafter referred to collectively as the "Parties" and individually as a "Party".

PLEDGOR. AMICUS ONE LEGAL SUPPORT SERVICESAddress for Notices: ----------------------------------- ----------------------------------- ----------------------------------- Fax No.: ------------------------- PLEDGEE: ------- XXXXX COMMUNICATIONS, INC., a New York Delaware corporation By:________________________________ : ------------------------------- Name:___________________________ : ----------------------------- Title:__________________________ SECURED PARTIES: LITIGATION RESOURCES OF AMERICA----------------------------- Address for Notices: 000 Xxxxx XxXxxxx, Xxxxx 0000 Xxxxxxx, Xxxxxxxx 00000 Fax No.: (000) 000-0000 Attention: Xxxx X. XxXxxxxxx XXXXX COMMUNICATIONS, INC.. IRREVOCABLE PROXY This Irrevocable Proxy is dated as of July 31, a Texas corporation By:_______________________________________________ Name:_______________________________________ Title:______________________________________ LITIGATION RESOURCES OF AMERICA-NORTHEAST2000, INC.and is being delivered pursuant to Section 9 of that certain Primal Solutions, a New York corporation By:_______________________________________________ Name:_______________________________________ Title:______________________________________ EXHIBIT I-2 ESCROW AGREEMENT This Escrow Inc. Preliminary Distribution Agreement (the "Agreement") is dated effective as of the __th day of September __July 31, 19972000, by and between LITIGATION RESOURCES OF AMERICA- NORTHEASTamong Xxxxx Communications, INC.Inc., a New York Delaware corporation (the "BuyerCorporation"), LITIGATION RESOURCES OF AMERICAPrimal Solutions, INC.Inc., a Texas Delaware corporation which is the owner and wholly owned subsidiary of all of the authorized and issued capital stock of the Buyer (the "Parent")Xxxxx, and AMICUS ONE LEGAL SUPPORT SERVICESXxxx Xxxxxx, INC.Xxxxxx X. Xxxxxxx, Xxxxx Xxxxxx, Xxxx X. Xxxxxxx, Xxxx Xxxxx, Xxxxxx Xxxxxxxxxx, Xxxxxx Xxxxx, Xxxxxxxx Group Inc., a New York Delaware corporation (the "SellerXxxxxxxx Group") and ), Xxxxxxx X. Xxxxxx, a resident of New JerseyIII, individually ("Portas")and Xxxx X. XxXxxxxxx. All terms defined in the Agreement are used herein with the same meanings as ascribed to them therein. The undersigned, Xxxxxx X. Xxxxxxxx{Name}, a resident of New York, individually ("Xxxxxxxx"), Xxxx Xxxxxxxx, a resident of New York, individually ("Xxxxxxxx") hereby irrevocably constitutes and Xxxxxx Xxxxxxx, a resident of New York, individually ("Breshin") (Portas, Spinozzi, appoints Xxxxxxxx and Breshin being collectively referred to sometimes Group as the "Sellerundersigned's Stockholders")true and lawful attorney-in-fact and proxy, with full power of substitution and resubstitution, and Xxxxxx X. Xxxxxxxxhereby authorizes Xxxxxxxx Group to act for and on behalf of the undersigned as proxy, Esq.to vote or otherwise act at all annual, as escrow Agent special, and other meetings of stockholders of the Corporation, or to express consent or dissent to corporate action in writing without a meeting, with respect to all shares (the "Escrow AgentPreferred Shares"). All defined terms contained in this Agreement shall have ) of the meanings ascribed Series G Preferred Stock of the Corporation now owned or hereafter acquired by the undersigned and with respect to them in the Agreement of Purchase and Sale of Assets Purchase Agreement, dated September __, 1997 by and between the Buyer, Parent, Seller and Seller's Stockholders all shares (the "Purchase AgreementCommon Shares," and, collectively with the Preferred Shares, the ")Shares") of the Xxxxx Common Stock now owned or hereafter acquired by the undersigned upon conversion of the Series F Preferred Stock and the Series G Preferred Stock. The undersigned acknowledges and agrees that the appointment and proxy granted hereby are irrevocable and coupled with an interest within the meaning of Section 212(c) of the Delaware General Corporation Law, and, except as hereinafter provided in this paragraph, shall not terminate by operation of law or the occurrence of any other event. It is further understood and agreed that the appointment and proxy granted hereby relate to all voting rights, whether limited, fixed, or contingent, with respect to all Shares, but do not relate to any other right incident to the Pledge Agreement (ownership of any of the Shares, including, without limitation, the right to receive dividends and any other distributions with respect to any of the Shares. In the event a Distribution Failure Event occurs and the Distribution is not completed as herein contemplated, then, in such term is defined in event, the Purchase Agreement), unless otherwise specifically indicated. Parent, Buyer, Seller, Seller's Stockholders appointment and Escrow Agent are sometimes hereinafter referred to collectively as the "Parties" proxy herein granted shall automatically terminate and individually as a "Party"be of no further force or effect.

PLEDGOR. AMICUS ONE LEGAL SUPPORT SERVICESPledgee: ------- ------- GETTY IMAGES, INC.. BANK OF AMERICA, a New York corporation N.A., as administrative agent By:: _________________________________ By: _______________________________ Name:: _______________________________ Name: Xxx Xxxx Title: ______________________________ Title:__________________________ SECURED PARTIES: LITIGATION RESOURCES Vice President Telephone No.: (000) 000-0000 Telephone No.: (000) 000-0000 Address: Address: 000 Xxxxx 00xx Xxxxxx 000 Xxxxx Xxxxxx, 00xx Xxxxx Xxxxxxx, XX 00000 Xxxxxxx, XX 00000 Date: July 19, 2002 Date: July 19, 2002 Acknowledged and Agreed to: BANK OF AMERICA, INC.N.A., a Texas corporation as Securities Intermediary By:______________: _________________________________ Name:: Xxxxx X. Xxxxxxxx Title: Senior Vice President Telephone No.: (000) 000-0000 Address: 000 Xxxxx Xxxxxx, 00xx Xxxxx Xxxxxxx, XX 00000 Date: July 19, 2002 EXHIBIT G-1 FORM OF BORROWER PLEDGE AGREEMENT [This page intentionally left blank] EXHIBIT G-2 FORM OF GETTY COMMUNICATIONS PLEDGE AGREEMENT [This page intentionally left blank] EXHIBIT H FORM OF COMPLIANCE CERTIFICATE Financial Statement Date ______________, _____ To: Bank of America, N.A., as Administrative Agent Ladies and Gentlemen: Reference is made to that certain Credit Agreement, dated as of July 19, 2002 (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the "Agreement;" the terms defined therein being used herein as therein defined), among Getty Images, Inc., a Delaware corporation (the "Borrower"), the Lenders from time to time party thereto, and Bank of America, N.A., as Administrative Agent, Security Trustee, L/C Issuer and Swing Line Lender. The undersigned Responsible Officer hereby certifies as of the date hereof that he/she is the _________________________ Title:______________________________________ LITIGATION RESOURCES OF AMERICA-NORTHEAST, INC., a New York corporation By:_______________________________________________ Name:_______________________________________ Title:______________________________________ EXHIBIT I-2 ESCROW AGREEMENT This Escrow Agreement (the "Agreement") is dated effective as of the __th day of September __Borrower, 1997and that, by as such, he/she is authorized to execute and between LITIGATION RESOURCES OF AMERICA- NORTHEAST, INC., a New York corporation (deliver this Certificate to the "Buyer"), LITIGATION RESOURCES OF AMERICA, INC., a Texas corporation which is Administrative Agent on the owner of all behalf of the authorized and issued capital stock of the Buyer (the "Parent")Borrower, and AMICUS ONE LEGAL SUPPORT SERVICES, INC., a New York corporation (the "Seller") and Xxxxxxx X. Xxxxxx, a resident of New Jersey, individually ("Portas"), Xxxxxx X. Xxxxxxxx, a resident of New York, individually ("Xxxxxxxx"), Xxxx Xxxxxxxx, a resident of New York, individually ("Xxxxxxxx") and Xxxxxx Xxxxxxx, a resident of New York, individually ("Breshin") (Portas, Spinozzi, Xxxxxxxx and Breshin being collectively referred to sometimes as the "Seller's Stockholders"), and Xxxxxx X. Xxxxxxxx, Esq., as escrow Agent (the "Escrow Agent"). All defined terms contained in this Agreement shall have the meanings ascribed to them in the Agreement of Purchase and Sale of Assets Purchase Agreement, dated September __, 1997 by and between the Buyer, Parent, Seller and Seller's Stockholders (the "Purchase Agreement"), or the Pledge Agreement (as such term is defined in the Purchase Agreement), unless otherwise specifically indicated. Parent, Buyer, Seller, Seller's Stockholders and Escrow Agent are sometimes hereinafter referred to collectively as the "Parties" and individually as a "Party".that: [Use following for fiscal year-end financial statements]